Common use of Currency Equivalents Clause in Contracts

Currency Equivalents. (a) For purposes of this Article II, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such date. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunder.

Currency Equivalents. (a) For purposes The Administrative Agent shall determine the Dollar Amount of this Article IIeach Advance denominated in an Alternative Currency as of the first day of each Interest Period applicable thereto, (i) and in the equivalent in Dollars case of any such Interest Period of more than three months, at three month intervals after the first day thereof, and shall promptly notify the Borrower and the Lenders of each Dollar Amount so determined by it. Each such determination shall be based on the spot rate at which in accordance with normal banking procedures the Administrative Agent could purchase the Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges with Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. a.m. (London time) two Business Days prior to the date on as of which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent Dollar Amount is to be determined. The equivalent in Dollars If after giving effect to any such determination of each Eurocurrency Rate Advance made in an Alternative Currency a Dollar Amount, the aggregate Dollar Amount of all outstanding Advances exceeds the Aggregate Commitment, the Borrowers shall within five Business Days prepay outstanding Advances (as selected by the Company) to the extent necessary to eliminate such excess; provided that such prepayment shall be recalculated hereunder on each day that it is applied to outstanding Committed Advances to the extent necessary to determine the unused portion prepay such Advances in full before prepayment of each Bank's Commitment, or any or all of the Competitive Bid Advances on such datepursuant to this Section 2.5.13(a). (b) If for the purpose of obtaining a judgment in any court it is necessary to convert a sum due from any Obligor hereunder or under any of the Notes in the currency expressed to be payable herein or under the Notes (the "specified currency") into another currency, the parties hereto agree, to the fullest extent that they may effectively do so, that the rate of exchange used shall be that at which in accordance with respect to any obligation of a Borrower hereunder, it shall become necessary for normal banking procedures the Administrative Agent could purchase the specified currency with such other currency at the Administrative Agent's London office at 11:00 a.m. (London time) on the Business Day preceding that on which final judgment is given. The obligations of each Obligor in respect of any sum due to any Lender or the Administrative Agent hereunder or under any Bank entitled to receive payments hereunder to convert Note shall, notwithstanding any amount into judgment in a currency other than the currency denominated hereunder for such obligationspecified currency, then such conversion shall be made discharged only to the extent that on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in Business Day following receipt by such other interbank market as Lender or the Administrative Agent shall determine to have adequate availability (as the case may be) of such currency) and the date with respect to which such an equivalent is any sum adjudged to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount so due in such other currency which, when converted at such Lender or the Exchange Rates Administrative Agent (as the case may be) may in effect on accordance with normal banking procedures purchase the date of payment or distribution, is specified currency with such other currency; if the amount then of the specified currency so purchased is less than the sum originally due hereunder to such Lender or the Administrative Agent, as the case may be, in the relevant specified currency, each Obligor agrees, to the fullest extent that it may effectively do so, as a separate obligation and notwithstanding any such judgment, to indemnify such Lender or the Administrative Agent, as the case may be, against such loss, and if the amount of the specified currency so purchased exceeds (a) the sum originally due to any Lender or the Administrative Agent, as the case may be, in the specified currency and (iib) any amounts shared with other Lenders as a result of allocations of such Borrower shall not be required excess as a disproportionate payment to pay any amount in such Lender under Article XI, such Lender or the Administrative Agent, as the case may be, agrees to remit such excess to the Company for the account of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunderObligors.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for the equivalent in Dollars of such other Alternative Currency in London at 11:00 such Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for Dollars in London at 11:00 the Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined. The ; PROVIDED, that (A) the equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Currency shall be recalculated hereunder on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each BankLender's Commitment, or any or all of the Advances Loan or Loans outstanding on such date. ; (bB) If for the purpose equivalent in Dollars of obtaining a judgment any Unpaid Drawing in respect of any court with respect to any obligation Letter of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency Credit denominated hereunder for such obligation, then such conversion in an Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time the drawing under such Letter of conversion available in Credit was paid or disbursed by the interbank market in Londonapplicable Letter of Credit Issuer; (C) for purposes of sections 2.1(a), then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency3.1(b) and 5.2(a), the date with respect to which such equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an equivalent is to be determined Alternative Currency shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect calculated (x) on the date of paymentthe issuance of the respective Letter of Credit, (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the date same is required or permitted to be calculated, on which final judgment is entered. Any amount due from a Borrower under this subsection such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (bD) for purposes of sections 4.1(b) and (c), the equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an Alternative Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to be affected by or merged into any judgment being obtained for any other sums due hereundersaid sections.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Alternate Currency shall be determined by using the arithmetical mean of the buy and sell spot rates applicable Exchange Rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Alternate Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office of the Administrative Agent) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Alternate Currency of any other Alternative Alternate Currency shall be determined by using the arithmetical mean of the buy and sell spot rates applicable Exchange Rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange such Alternative Alternate Currency for the equivalent in Dollars of such other Alternative Alternate Currency in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office of the Administrative Agent) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Alternate Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates applicable Exchange Rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange such Alternative Alternate Currency for Dollars in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office of the Administrative Agent) two Business Days prior to the date on which such equivalent is to be determined. The ; provided, that (A) the equivalent in Dollars of each Eurocurrency LIBOR Rate Advance Loan made in an Alternative Alternate Currency shall be recalculated hereunder on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each Bank's Commitment, or the amount of any or all of the Advances Loan outstanding on such date. ; (bB) If for purposes of Sections 2.7(a), 2.12(e) and 2.10(b), the purpose equivalent in Dollars of obtaining a judgment any Swing Line Loan denominated in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion an Alternate Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if calculated by the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Designated European Administrative Agent shall determine to have adequate availability of such currencyAgent: (x) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, the making of such Swing Line Loan or the Rate Continuation or Rate Conversion of such Swing Line Loan (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the same is required or permitted to be calculated, on such other day as the such Designated European Administrative Agent may, in its sole discretion, consider appropriate; (C) the equivalent in Dollars of any unreimbursed drawing in respect of any Letter of Credit denominated in an Alternate Currency shall be determined at the time the drawing under such Letter of Credit was paid or disbursed by the applicable Designated Letter of Credit Issuer or the applicable Lending Installation thereof; (D) for purposes of Sections 2.1(a), 2.12(e) and 2.10(b), the equivalent in Dollars of any Revolving Credit Loan denominated in an Alternate Currency or the face amount of any Letter of Credit denominated in an Alternate Currency shall be calculated by the Administrative Agent (x) on the date of the making of such Loan, the Rate Continuation or Rate Conversion of such Loan, or the issuance of the respective Letter of Credit, as the case may be, (y) on which final judgment the first Business Day of each calendar month thereafter and (z) in any other case where the same is entered. Any required or permitted to be calculated, on such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (E) for purposes of Sections 2.16(c), 2.16(d)(i) and 2.16(d)(ii), the equivalent in Dollars of any Loan denominated in an Alternate Currency or the face amount due from a Borrower under this subsection (b) of any Letter of Credit denominated in an Alternate Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to be affected by or merged into any judgment being obtained for any other sums due hereundersaid Sections.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein: (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, ; (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent’s Payment Office offers to exchange such Alternative Currency for the equivalent in Dollars of such other Alternative Currency in London at 11:00 such Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, ; and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent’s Payment Office offers to exchange such Alternative Currency for Dollars in London at 11:00 the Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined. The ; provided, that (A) the equivalent in Dollars of each Eurocurrency Rate Advance Eurodollar Loan made in an Alternative Currency shall be recalculated hereunder on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each Bank's Lender’s Commitment, or any or all of the Advances Loan or Loans outstanding on such date. ; (bB) If for the purpose equivalent in Dollars of obtaining a judgment any Unpaid Drawing in respect of any court with respect to any obligation Letter of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency Credit denominated hereunder for such obligation, then such conversion in an Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time the drawing under such Letter of conversion available in Credit was paid or disbursed by the interbank market in Londonapplicable Letter of Credit Issuer; (C) for purposes of determining the Letter of Credit Outstandings or the Unutilized Total Revolving Commitment as contemplated by sections 2.1(a), then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency3.1(b) and 6.2, the date with respect to which such equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an equivalent is to be determined Alternative Currency shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect calculated (x) on the date of paymentthe issuance of the respective Letter of Credit, (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the date same is required or permitted to be calculated, on which final judgment is entered. Any amount due from a Borrower under this subsection such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (bD) for purposes of sections 4.2 and 4.3 the equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an Alternative Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to be affected by or merged into any judgment being obtained for any other sums due hereundersaid sections.

Currency Equivalents. (a) For No later than 11:00 a.m. London time, on each Calculation Date with respect to a Foreign Currency, the Administrative Agent shall determine the Foreign Exchange Rate as of such Calculation Date with respect to such Foreign Currency; provided that, upon receipt of a Committed Loan Notice pursuant to Section 2.02(a) requesting Multicurrency Loans in any Foreign Currency or a Competitive Bid Request pursuant to Section 2.03 requesting a Competitive Loan in any Foreign Currency, the Administrative Agent shall determine the Foreign Exchange Rate with respect to the Foreign Currency on the related Calculation Date (it being acknowledged and agreed that the Administrative Agent shall use such Foreign Exchange Rate for the purposes of determining compliance with Section 2.02(a) and Section 2.03 with respect to such Committed Loan Notice or Competitive Bid Request). The Administrative Agent shall promptly notify the Borrower and the Revolving Credit Lenders of the Foreign Exchange Rate so determined by it. The Foreign Exchange Rates so determined shall become effective on the relevant Calculation Date (a “Reset Date”), shall remain effective until the next succeeding Reset Date and shall for all purposes of this Article II, Agreement (iother than Section 3.04(f) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall provision expressly requiring the use of a current Foreign Exchange Rate) be determined by using the arithmetical mean of the buy Foreign Exchange Rates employed in converting any amounts between Dollars and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such dateForeign Currencies. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunderNo later than 5:00 p.m., it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligationLondon time, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (oreach Reset Date, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability the aggregate amount of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date Dollar Equivalents of payment, (i) the applicable Borrower agrees to pay such additional principal amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency Multicurrency Loans denominated in any Foreign Currency then outstanding (after giving effect to any Multicurrency Loans denominated in any Foreign Currency to be made or repaid on such date) and (ii) the Multicurrency L/C Obligations denominated in any Foreign Currency then outstanding. (c) If on any Calculation Date after giving effect to any such determination of a Dollar Equivalent with respect to Multicurrency Loans denominated in any Foreign Currencies, the Total Multicurrency Outstandings exceeds the Total Multicurrency Commitment, the Borrower shall within five Business Days, prepay outstanding Multicurrency Loans or take such other action to the extent necessary to eliminate any such excess. (d) If after giving effect to any such determination of a Dollar Equivalent with respect to Competitive Bid Loans denominated in any Foreign Currencies, an amount equal to the sum of the Dollar Equivalent thereof plus the outstanding amount of Competitive Loans denominated in Dollars exceeds an amount equal to 50% of the Revolving Credit Facility then in effect, the Borrower shall, within five Business Days, prepay one or more outstanding Competitive Loans to eliminate such excess or take such other action to the extent necessary to eliminate any such excess. (e) If after giving effect to any such determination of a Dollar Equivalent with respect to any Letters of Credit in any Foreign Currencies, the sum of the Dollar Equivalent thereof plus the outstanding amount of any Letters of Credit in Dollars exceeds the Letter of Credit Sublimit, the Borrower shall cause to be reduced (or, at the Borrower’s option, cash collateralize) outstanding Letters of Credit to eliminate such excess or take such other action to the extent necessary to eliminate any such excess. (f) If any prepayment of a Competitive Bid Loan or a Multicurrency Loan occurs pursuant to this Section 2.18 on a day which is not the last day of the then current Interest Period with respect thereto, the Borrower shall pay to the applicable Lenders such amounts, if any, as may be required pursuant to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunderSection 3.05.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for the equivalent in Dollars of such other Alternative Currency in London at 11:00 such Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for Dollars in London at 11:00 the Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined. The ; provided, that (A) the equivalent in Dollars of each Eurocurrency Rate Advance Eurodollar Loan made in an Alternative Currency shall be recalculated hereunder on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each BankLender's Commitment, or any or all of the Advances Loan or Loans outstanding on such date. ; (bB) If for the purpose equivalent in Dollars of obtaining a judgment any Unpaid Drawing in respect of any court with respect to any obligation Letter of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency Credit denominated hereunder for such obligation, then such conversion in an Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time the drawing under such Letter of conversion available in Credit was paid or disbursed by the interbank market in Londonapplicable Letter of Credit Issuer; (C) for purposes of determining the Letter of Credit Outstandings or the Unutilized Total Revolving Commitment as contemplated by sections 2.1(a), then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency3.1(b) and 6.2, the date with respect to which such equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an equivalent is to be determined Alternative Currency shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect calculated (x) on the date of paymentthe issuance of the respective Letter of Credit, (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the date same is required or permitted to be calculated, on which final judgment is entered. Any amount due from a Borrower under this subsection such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (bD) for purposes of sections 4.2 and 4.3 the equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an Alternative Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to be affected by or merged into any judgment being obtained for any other sums due hereundersaid sections.

Currency Equivalents. (a) For purposes of this Article II, -------------------- ---------- (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such date. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunder.

Currency Equivalents. (a) For purposes of this Article -------------------- ------- II, (i) the equivalent in Dollars of any Alternative Currency shall be -- determined by using the arithmetical mean of the buy and sell spot rates at which Bank OneFirst Chicago's principal office in London exchanges Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank OneFirst Chicago's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank OneFirst Chicago's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such date. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunder.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for the equivalent in Dollars of such other Alternative Currency in London at 11:00 such Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for Dollars in London at 11:00 the Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined. The ; provided, that (A) the equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Currency shall be recalculated hereunder on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each BankLender's Commitment, or any or all of the Advances Loan or Loans outstanding on such date. ; (bB) If for the purpose equivalent in Dollars of obtaining a judgment any Unpaid Drawing in respect of any court with respect to any obligation Letter of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency Credit denominated hereunder for such obligation, then such conversion in an Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time the drawing under such Letter of conversion available in Credit was paid or disbursed by the interbank market in Londonapplicable Letter of Credit Issuer; (C) for purposes of sections 2.1(a), then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency3.1(b) and 5.2(a), the date with respect to which such equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an equivalent is to be determined Alternative Currency shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect calculated (x) on the date of paymentthe issuance of the respective Letter of Credit, (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the date same is required or permitted to be calculated, on which final judgment is entered. Any amount due from a Borrower under this subsection such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (bD) for purposes of sections 4.1(b) and (c), the equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an Alternative Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to be affected by or merged into any judgment being obtained for any other sums due hereundersaid sections.

Currency Equivalents. (a) For purposes of this Article --------------------- ------- II, (i) the equivalent in Dollars of any Alternative Currency shall be -- determined by using the arithmetical mean of the buy and sell spot rates at which Bank OneFirst Chicago's principal office in London exchanges Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank OneFirst Chicago's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank OneFirst Chicago's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such date. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunder.

Currency Equivalents. (a) For purposes of the provisions of this Article IIAgreement, (i) the equivalent in Dollars of any Alternative Alternate Currency and (ii) the equivalent in any Alternate Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges JPMCB or any affiliate of JPMCB offers to exchange Dollars for such Alternative Alternate Currency in the interbank market in London London, at 11:00 A.M. a.m. (London time) two Business Days prior to the date on which such equivalent is to be determined, determined pursuant to the provisions of this Agreement (iisubject to Section 4.03(b) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean with respect to calculation of the buy Commitment Fee) and sell spot rates at which Bank One's principal office in London exchanges the Administrative Agent shall notify each affected Lender of such Alternative Currency for the equivalent in determination on such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determineddate. The equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Alternate Currency shall be recalculated hereunder on each day date that it is shall be necessary to determine the unused portion of each Bank's Commitment, Lender’s Revolving Commitment or Alternate Currency Commitment or any or all of the Advances Loans outstanding on such date. (b) If In the event that there shall occur on or prior to the date of an Alternate Currency Borrowing any material adverse change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which would in the opinion of the Alternate Currency Majority Lenders make it impracticable for the purpose of obtaining a judgment Eurocurrency Loans comprising such Alternate Currency Borrowing to be denominated in any court with respect to any obligation of a Borrower hereunderthe Alternate Currency specified by the Company, it shall become necessary for then the Administrative Agent or any Bank entitled shall forthwith give notice thereof to receive payments hereunder to convert any amount into a currency other than the currency Company and the Alternate Currency Lenders, and such Loans shall not be denominated hereunder for in such obligation, then such conversion Alternate Currency but shall be made on the basis date of rates (such Borrowing in Dollars as Alternate Base Rate Loans or another type of Loan selected by the "Exchange Rates") determined Company in the manner described in subsection (a) above (or, if the applicable currency to be converted accordance with this Agreement that is not at affected by such event, unless the time of conversion available in the interbank market in London, then in such other interbank market as Company shall have notified the Administrative Agent shall determine at least two Business Days before such date that it elects not to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect borrow on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunderdate.

Currency Equivalents. (a) For The Administrative Agent shall determine the Spot Selling Rates as of each Revaluation Date to be used for calculating Dollar Equivalent of Credit Extensions and Outstanding Amounts denominated in Alternate Currencies. Such Spot Selling Rates shall become effective as of such Revaluation Date and shall be the Spot Selling Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of this Article IIfinancial statements delivered by Loan Parties hereunder or calculating financial ratios hereunder or except as otherwise provided herein, (i) the equivalent in Dollars applicable amount of any Alternative Currency currency (other than dollars) for purposes of the Loan Documents shall be such Dollar Equivalent as so determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such dateAdministrative Agent. (b) If Wherever in this Agreement in connection with a Borrowing, conversion, continuation or prepayment of a Eurocurrency Loan, an amount, such as a required minimum or multiple amount, is expressed in dollars, but such Borrowing or Eurocurrency Loan is denominated in an Alternate Currency, such amount shall be the relevant Alternate Currency 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) Notwithstanding the foregoing, for the purpose purposes of obtaining a judgment in any court determining compliance with Sections 6.02, 6.03 and 6.08 with respect to any obligation amount of a Borrower hereunder, it shall become necessary for the Administrative Agent Indebtedness or any Bank entitled to receive payments hereunder to convert any amount into Investment in a currency other than Dollars, no Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Indebtedness or Investment is incurred; provided that, for the avoidance of doubt, the foregoing provisions of this Section 1.05 shall otherwise apply to such Sections, including with respect to determining whether any Indebtedness or Investment may be incurred at any time under such Sections. (d) For purposes of determining compliance with the Consolidated Leverage Ratio and the Consolidated Interest Coverage Ratio, the equivalent in dollars of any amount denominated in a currency other than dollars will be converted to dollars (i) with respect to income statement items, in a manner consistent with that used in calculating Consolidated Net Income in the Borrower’s latest financial statements delivered pursuant to Section 5.01(a) or 5.01(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 5.01(a) or 5.01(b) and will, in the case of Indebtedness, reflect the currency denominated hereunder for such obligationtranslation effects, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (oraccordance with GAAP, if of Swap Agreements for currency exchange risks with respect to the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess determination of the amount determined to be payable in connection with Dollar Equivalent of such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunderIndebtedness.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for the equivalent in Dollars of such other Alternative Currency in London at 11:00 such Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for Dollars in London at 11:00 the Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined. The ; PROVIDED, that (A) the equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Currency shall be recalculated hereunder on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each BankLender's General Revolving Commitment, or any or all of the Advances Loan or Loans outstanding on such date. ; (bB) If for the purpose equivalent in Dollars of obtaining a judgment any Unpaid Drawing in respect of any court with respect to any obligation Letter of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency Credit denominated hereunder for such obligation, then such conversion in an Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time the drawing under such Letter of conversion available in Credit was paid or disbursed by the interbank market in Londonapplicable Letter of Credit Issuer; (C) for purposes of sections 2.1(a), then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency3.1(b) and 5.2, the date with respect to which such equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an equivalent is to be determined Alternative Currency shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect calculated (x) on the date of paymentthe issuance of the respective Letter of Credit, (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the date same is required or permitted to be calculated, on which final judgment is entered. Any amount due from a Borrower under this subsection such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (bD) for purposes of sections 4.1(b) and (c), the equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an Alternative Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to be affected by or merged into any judgment being obtained for any other sums due hereundersaid sections.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London time) two Business Days prior to local time at the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London timePayment Office) two Business Days prior to the date on which such equivalent is to be determined, and (iiiii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Onethe Administrative Agent's principal office in London exchanges Payment Office offers to exchange such Alternative Currency for Dollars in London at 11:00 the Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined. The ; provided, that (A) the equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Currency shall be recalculated hereunder be, for the purposes of determining the unused portion of each Lender's Commitment, or any or all Loan or Loans outstanding on such date, calculated or recalculated, as the case may be, on the date that the Eurocurrency Rate applicable to such Loan is established, on the last day of the Interest Period applicable thereto, and on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each BankLender's Commitment, or ; (B) the equivalent in Dollars of any or all Unpaid Drawing in respect of the Advances on such date. (b) If for the purpose any Letter of obtaining a judgment Credit denominated in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion an Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time the drawing under such Letter of conversion available in Credit was paid or disbursed by the interbank market in Londonapplicable Letter of Credit Issuer; (C) for purposes of determining the Letters of Credit Outstandings or the Unutilized Total Revolving Commitment as contemplated by sections 2.1, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency3.1(b) and 5.2, the date with respect to which such equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an equivalent is to be determined Alternative Currency shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect calculated (x) on the date of paymentthe issuance of the respective Letter of Credit, (iy) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding of each calendar month thereafter and (z) in any other case where the date same is required or permitted to be calculated, on which final judgment is entered. Any amount due from a Borrower under this subsection such other day as the Administrative Agent may, in its sole discretion, consider appropriate; and (bD) for purposes of sections 4.1(b) and (c), the equivalent in Dollars of the Stated Amount of any Letter of Credit denominated in an Alternative Currency shall be calculated on the first day of each calendar month in the quarterly period in which the respective payment is due as a separate debt and is not pursuant to said sections. Notwithstanding the foregoing, for purposes of determining the amount of the Commitment Fee payable pursuant to section 4.1(a) hereof, the equivalent in Dollars of any outstanding Revolving Loans which are denominated in Alternative Currency shall be affected determined by using the quoted spot rate at which the Administrative Agent offers to exchange Dollars for such Alternative Currency at its Payment Office at 9:00 A.M. (local time at the Payment Office) two Business Days prior to the commencement date of the applicable Interest Period for such Revolving Loans, unless the Administrative Agent, in its reasonable discretion, shall elect to use another day or merged into any judgment being obtained basis for any other sums due hereunderdetermining such equivalent in Dollars.

Currency Equivalents. (a) For purposes of determining the -------------------- amount of any Advance, Conversion or Continuation requested pursuant to this Article II, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Oneof America's principal office in London exchanges offers to exchange Dollars for such Alternative Currency in the interbank market in London London, England at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Oneof America's principal office in London exchanges offers to exchange such Alternative Currency for the equivalent in such other Alternative Currency in London London, England at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank Oneof America's principal office in London exchanges offers to exchange such Alternative Currency for Dollars in London London, England at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars For purposes of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine determining the unused portion of each BankLender's Commitment, or Commitment and the amount of any or all of the Advances outstanding on such date. any date (b) If except for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency Advances to be converted is not at Converted or Continued pursuant to the time Notice of conversion available in Borrowing or the interbank market in LondonNotice of Continuation/Conversion, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date case may be, with respect to which such an equivalent any calculation is to be determined made), the calculations shall be based on the first Business Day preceding rate quoted by Bank of America's principal office in London for offers to exchange such Alternative Currency for the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect equivalent Dollar amount on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunderdetermination.

Currency Equivalents. (a) For purposes of this Article IIAgreement, except as otherwise specified herein, (i) the equivalent in Dollars of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges the Administrative Agent offers to exchange Dollars for such Alternative Currency in the interbank market in London at 11:00 its Payment Office at 9:00 A.M. (London timelocal time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined and (ii) the equivalent in Alternative Currency of Dollars shall be determined by using the quoted spot rate at which the Administrative Agent's Payment Office offers to exchange Alternative Currency for Dollars at the Payment Office at 9:00 A.M. (local time at the Payment Office) two Business Days prior to the date on which such equivalent is to be determined, ; PROVIDED that (iiA) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Currency shall be recalculated hereunder be, for the purposes of determining the unused portion of each Lender's Commitment, or any or all Loan or Loans outstanding on such date, calculated or recalculated, as the case may be, on the date that the Eurocurrency Rate applicable to such Loan is established, on the last day of the Interest Period applicable thereto, and on each day date that it is shall be necessary (or the Administrative Agent shall elect) to determine the unused portion of each BankLender's Commitment; (B) the equivalent in Dollars of any Unpaid Drawing in respect of any Letter of Credit denominated in Alternative Currency shall be determined at the time the drawing under such Letter of Credit was paid or disbursed by the applicable Letter of Credit Issuer; (C) for purposes of determining the Letter of Credit Outstandings or the Unutilized Total Revolving Commitment as contemplated by sections 2.1(a), or any or all 3.1(b) and 5.2, the equivalent in Dollars of the Advances Stated Amount of any Letter of Credit denominated in Alternative Currency shall be calculated (x) on the date of the issuance of the respective Letter of Credit, and (y) in any other case where the same is required or permitted to be calculated, on such date. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for other day as the Administrative Agent or may, in its sole discretion, consider appropriate; and (D) for purposes of sections 4.1(b) and (c), the equivalent in Dollars of the Stated Amount of any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency Letter of Credit denominated hereunder for such obligation, then such conversion in Alternative Currency shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if calculated for the applicable currency to be converted is not quarterly period at the time of conversion available invoicing for such quarterly period in which the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent respective payment is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If due pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereundersaid sections.

Currency Equivalents. (a) For purposes of this Article II, (i) the equivalent in U.S. Dollars (the "U.S. Dollar Equivalent") of any Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates rate at which Xxxxxx Bank One's principal office in London exchanges offers to exchange U.S. Dollars for such Alternative Currency in the interbank market in London at 11:00 A.M. 10:00 a.m. (London Chicago time) two Business Days prior to the date on which such equivalent U.S. Dollar Equivalent is to be determined, (ii) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean of the buy and sell spot rates rate at which Xxxxxx Bank One's principal office in London exchanges offers to exchange such Alternative Currency for the equivalent in such other Alternative Currency in London at 11:00 A.M. 10:00 a.m. (London Chicago time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of U.S. Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates rate at which Xxxxxx Bank One's principal office in London exchanges offers to exchange such Alternative Currency for U.S. Dollars in London at 11:00 A.M. 10:00 a.m. (London Chicago time) two Business Days prior to the date on which such equivalent is to be determined. The equivalent in Dollars of each Eurocurrency Rate Advance made in an Alternative Currency shall be recalculated hereunder on each day that it is necessary to determine the unused portion of each Bank's Commitment, or any or all of the Advances on such date. (b) If for the purpose of obtaining a judgment in any court with respect to any obligation of a Borrower hereunder, it shall become necessary for the Administrative Agent or any Bank entitled to receive payments hereunder to convert any amount into a currency other than the currency denominated hereunder for such obligation, then such conversion shall be made on the basis of rates (the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as the Administrative Agent shall determine to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunder.

Currency Equivalents. (a) For purposes of the provisions of this Article IIAgreement, (i) the equivalent in Dollars of any Alternative Alternate Currency and (ii) the equivalent in any Alternate Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell quoted spot rates rate at which Bank One's principal office in London exchanges Chase Texas or any Affiliate of Chase Texas offers to exchange Dollars for such Alternative Alternate Currency in the interbank market in London New York City, at 11:00 A.M. 10:00 a.m. (London Dallas, Texas time) two Business Days prior to the date on which such equivalent is to be determined, determined pursuant to the provisions of this Agreement (iisubject to Section 4.01(c) the equivalent in any Alternative Currency of any other Alternative Currency shall be determined by using the arithmetical mean with respect to calculation of the buy Commitment Fees and sell spot rates at which the Utilization Fee) and the Administrative Agent shall notify each affected Bank One's principal office in London exchanges of such Alternative Currency for the equivalent in determination on such other Alternative Currency in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determined, and (iii) the equivalent in any Alternative Currency of Dollars shall be determined by using the arithmetical mean of the buy and sell spot rates at which Bank One's principal office in London exchanges such Alternative Currency for Dollars in London at 11:00 A.M. (London time) two Business Days prior to the date on which such equivalent is to be determineddate. The equivalent in Dollars of each Eurocurrency Rate Advance Loan made in an Alternative Alternate Currency shall be recalculated hereunder on each day date that it is shall be necessary to determine the unused portion of each Bank's Commitment or Alternate Currency Commitment, or the amount of any or all of the Advances Loans outstanding on such date. (b) If In the event that there shall occur on or prior to the date of an Alternate Currency Borrowing any material adverse change in national or international financial, political or economic conditions or currency exchange rates or exchange controls which would in the opinion of the Majority Banks make it impracticable for the purpose of obtaining a judgment Eurocurrency Loans comprising such Alternate Currency Borrowing to be denominated in any court with respect to any obligation of a Borrower hereunderthe Alternate Currency specified by the Company, it shall become necessary for then the Administrative Agent or any Bank entitled shall forthwith give notice thereof to receive payments hereunder to convert any amount into a currency other than the currency Company and the Banks, and such Loans shall not be denominated hereunder for in such obligation, then such conversion Alternate Currency but shall be made on the basis date of rates (such Borrowing in Dollars as Alternate Base Rate Loans, unless the "Exchange Rates") determined in the manner described in subsection (a) above (or, if the applicable currency to be converted is not at the time of conversion available in the interbank market in London, then in such other interbank market as Company shall have notified the Administrative Agent shall determine at least two Business Days before such date that it elects not to have adequate availability of such currency) and the date with respect to which such an equivalent is to be determined shall be the first Business Day preceding the date on which final judgment is entered. If pursuant to any such judgment conversion is to be made with respect to a date other than the date referred to above, and there shall occur a change between the Exchange Rates in effect borrow on such date and the Exchange Rates in effect on the date of payment, (i) the applicable Borrower agrees to pay such additional amounts (if any) as may be necessary to ensure that the amount paid is the amount in such other currency which, when converted at the Exchange Rates as in effect on the date of payment or distribution, is the amount then due hereunder in the relevant currency and (ii) such Borrower shall not be required to pay any amount in excess of the amount determined to be payable in connection with such obligation, calculated on the basis of the Exchange Rates in effect on the first Business Day preceding the date on which final judgment is entered. Any amount due from a Borrower under this subsection (b) shall be due as a separate debt and is not to be affected by or merged into any judgment being obtained for any other sums due hereunderdate.