Common use of Currency Matters Clause in Contracts

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such repayment; (b) Each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower shall be in Dollars; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Party shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars). To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to indemnify and hold harmless such Secured Party, with respect to the amount of such shortfall, with such indemnity surviving termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent. The parties hereto hereby agree as follows: (a) Each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) Each payment of fees by a Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) Each payment of fees by U.K. Borrower pursuant to Section 3.2 shall be in Dollars; (f) Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); andmade; (fg) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars; (h) Any amount expressed to be payable in British Pounds shall be paid in British Pounds; and (i) Any amount expressed to be payable in Euro shall be paid in Euro. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party Obligor in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.12. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short be less than the full amount of such obligation or liability, whether liability (actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), contingent) expressed in such that currency, such Loan Party Obligor (together with the other Loan Parties within its Borrower GroupObligors who are liable thereunder or obligated therefor) agrees to indemnify and hold harmless such Secured Party, Credit Party with respect to the amount of such shortfalldeficiency, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfallsuch deficiency. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower GroupAgent.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent; provided, that: (a) Each each repayment of a Loan or a reimbursement of a draw on a Letter of CreditRevolver Loan, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each each payment of fees by a U.S. Borrower pursuant to Section 3.2.1 shall be in the currency therein provided, and if not so provided, in Dollars; (d) Each each payment of fees by a Canadian Borrower pursuant to Sections 3.2.2 through 3.2.4 shall be in Canadian Dollars;the currency of the underlying Letter of Credit; and (e) Each each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollarsmade. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarspayable pursuant to the above provisions of this Section 5.11. Agent has the right, in which case such at the expense of the applicable Loan Party, to convert any payment shall be made in Dollars)an incorrect currency into the applicable currency required under this Agreement. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower Groupaffected Borrowers.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent. The parties hereto hereby agree as follows: (a) Each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) Each payment of fees by a Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party Obligor in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.12. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short be less than the full amount of such obligation or liability, whether liability (actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), contingent) expressed in such that currency, such Loan Party Obligor (together with the other Loan Parties within its Borrower GroupObligors who are liable thereunder or obligated therefor) agrees to indemnify and hold harmless such Secured Party, Credit Party with respect to the amount of such shortfalldeficiency, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfallsuch deficiency. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower GroupAgent.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from U.S. Loan Parties hereunder and Canadian Dollars are the currency of account and payment for each and every sum at any time due from Canadian Loan Parties hereunder, provided that, unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent. Notwithstanding the foregoing: (a) Each repayment of a Revolving Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolving Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower pursuant to Section 2.12 shall be in Dollars; (d) Each payment of fees by a the Canadian Borrower pursuant to Section 2.12 shall be in Canadian Dollars; (e) Each payment in respect of out-of-pocket costs, expenses or advances that the Agent or the Co-Collateral Agent may incur during a Default or an Event of Default, or during the pendency of any Bankruptcy Proceeding of any Loan Party, and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Party shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 2.29. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower GroupGroup or other obligors pursuant to any Guaranty of such Borrower Group Obligations) agrees to indemnify and hold harmless such Secured Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Party shall return such excess to the members of the applicable affected Borrower Group.

Currency Matters. (a) Subject to §5.3(a), Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Domestic Borrowers hereunder, provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such repayment;. (b) Each payment of interest shall be made in Subject to §5.3(a), Canadian Dollars, Euro and Australian Dollars are the currency in which such principal or other of account and payment for each and every sum in respect of which such interest has accrued is denominated;at any time due from the Canadian Borrower, European Borrower and Australian Borrower, respectively, hereunder; provided that: (ci) Each payment of fees by a U.S. Borrower shall be in Dollars; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (fii) Any any amount expressed to be payable in a currency other than Canadian Dollars Dollars, Euro or Australian Dollars, as applicable, shall be paid in Canadian Dollars. that other currency. (c) No payment to any Secured Party Agent or any Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Party Agent or such other Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to Borrowers shall indemnify and hold harmless reimburse such Secured PartyAgent or such other Lender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Credit Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To . (d) If, for the extent that purpose of obtaining judgment in any court or obtaining an order enforcing a judgment, it becomes necessary to convert any amount due under this Credit Agreement in Dollars or in any other currency (hereinafter in this §6.2.2 called the amount of “first currency”) into any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent other currency (other than contingent indemnification obligations for which no claim has been made or asserted), expressed hereinafter in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Groupthis §6.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of any Letter of Credit Fees payable by the US Borrower (and any other fees payable by a U.S. the US Borrower under Section 3.2.2), Unused Fees payable by the US Borrower and all other amounts due hereunder (unless the provisions of the Agreement require otherwise) shall be in Dollars; (d) Each each (i) payment of fees any Letter of Credit Fees payable by a the Canadian Borrower in respect of Letters of Credit denominated in Canadian Dollars (and any other fees payable by the Canadian Borrower under Section 3.2.2 in respect thereof) shall be in Canadian Dollars and (ii) payment of any Letter of Credit Fees payable by the Canadian Borrower in respect of Letters of Credit denominated in Dollars (and any other fees payable by the Canadian Borrower under Section 3.2.2 in respect thereof) shall be in Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (f) Any any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Party Agent or any Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Party Agent or such Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its each Borrower Group) agrees to indemnify and hold harmless such Secured PartyAgent or such Lender, as the case may be, with respect to the amount of the shortfall with respect to amounts payable by such shortfallBorrower hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from U.S. Loan Parties hereunder and Canadian Dollars are the currency of account and payment for each and every sum at any time due from Canadian Loan Parties hereunder, provided that, unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent. Notwithstanding the foregoing: (a) Each repayment of a Revolving Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolving Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower pursuant to Section 2.12 shall be in Dollars; (d) Each payment of fees by a the Canadian Borrower pursuant to Section 2.12 shall be in Canadian Dollars; (e) Each payment in respect of out-of-pocket costs, expenses or advances that the Agent may incur during a Default or an Event of Default, or during the pendency of any Bankruptcy Proceeding of any Loan Party, and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Party shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 2.29. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower GroupGroup or other obligors pursuant to any Guaranty of such Borrower Group Obligations) agrees to indemnify and hold harmless such Secured Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Party shall return such excess to the members of the applicable affected Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of any Letter of Credit Fees payable by the applicable Requesting Borrower (and any other fees payable by a U.S. Borrower the Borrowers under Section 3.2) and all other amounts due hereunder (unless the provisions of the Loan Agreement require otherwise) shall be in Dollars; (d) Each each payment of any Letter of Credit Fees payable by Canadian Borrowers (and any other fees payable by a Canadian Borrower Borrowers under Section 3.2) and Commitment Fees payable by Canadian Borrowers shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (f) Any any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) each Borrower, severally and not jointly, agrees to indemnify and hold harmless Agent or such Secured PartyLender, as the case may be, with respect to the amount of the shortfall with respect to amounts payable by such shortfallBorrower hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, ; provided that, unless otherwise : 5.12.1 except as expressly provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each Agreement, each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each 5.12.2 cash payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each 5.12.3 each payment of any Letter of Credit Fees (and any other fees payable by a U.S. Borrower the Borrowers under Section 3.2) and all other amounts due hereunder (unless the provisions of the Loan Agreement require otherwise) shall be in Dollars (if the Letter of Credit is denominated in Dollars) or Alternative Currency (if the Letter of Credit is denominated in Alternative Currency), as applicable; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each 5.12.4 each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (f) Any 5.12.5 any amount expressed to be payable in Canadian Dollars Euro or Sterling shall be paid in Canadian DollarsEuro or Sterling, as applicable. No payment to Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) each borrower, severally and not jointly, agrees to indemnify and hold harmless Agent or such Secured PartyLender, as the case may be, with respect to the amount of the shortfall with respect to amounts payable by such shortfallBorrower hereunder, with such indemnity surviving the termination of this Agreement agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrower hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Loan or a reimbursement of a draw on a Revolving Credit Tranche B Obligation, Tranche B Letter of Credit, as applicable, Credit Obligation or a part thereof shall be made in the currency in which such Loan Revolving Credit Tranche B Obligation or Tranche B Letter of Credit Obligation, as the case may be, is denominated at the time of such that repayment; ; (b) Each each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is payable is denominated; ; (c) Each each payment of any fees by a U.S. Borrower shall be in Dollars; ; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made incurred; and (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); and (fe) Any any amount expressed to be payable in Canadian Dollars an Optional Currency shall be paid in Canadian Dollarssuch Optional Currency. No payment to the Administrative Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until the Administrative Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to indemnify and hold harmless the Administrative Agent or such Secured PartyLender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount Administrative Agent or any Lender receives payment of any such payment to Obligation in a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (currency other than contingent indemnification the currency required to be paid hereunder, each of the Administrative Agent and such Lender shall take all reasonable actions to convert such currency into the currency in which the underlying liability was incurred, at the Administrative Agent’s or such Lender’s spot rate of exchange, within one (1) Business Day after receipt of payment by the Borrower, provided, if reasonable methods and/or markets do not exist for making such exchange, then the Administrative Agent or such Lender, as the case may be, will make such exchange within one (1) Business Day of the date on which making such exchange is, in the Administrative Agent’s or such Lender’s reasonable determination, commercially possible, and, provided further, nothing contained herein shall in any manner limit the Borrower’s obligations for which no claim has been made to pay all Obligations in the currency required under this Agreement, nor shall it be construed as the Administrative Agent’s or asserted), expressed in that currency, such Secured Party shall return such excess any Lender’s consent to the members Borrower paying any Obligation in any currency other than as set forth in clauses (a) – (e) of the applicable Borrower Groupthis Section 3.4.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of any Letter of Credit Fees (and any other fees payable by a U.S. Borrower the Borrowers under Section 3.2) and all other amounts due hereunder (unless the provisions of the Loan Agreement require otherwise) shall be in Dollars (if the Letter of Credit is denominated in Dollars) or Canadian Dollars (if the Letter of Credit is denominated in Canadian Dollars), as applicable; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (fe) Any any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) each Borrower, severally and not jointly, agrees to indemnify and hold harmless Agent or such Secured PartyLender, as the case may be, with respect to the amount of the shortfall with respect to amounts payable by such shortfallBorrower hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent. The parties hereto hereby agree as follows: (a) Each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) Each payment of fees by a Canadian Borrower Borrowers pursuant to Section 3.2 shall be in Canadian Dollars; (e) Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party Obligor in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.13. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short be less than the full amount of such obligation or liability, whether liability (actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), contingent) expressed in such that currency, such Loan Party Obligor (together with the other Loan Parties within its Borrower GroupObligors who are liable thereunder or obligated therefor) agrees to indemnify and hold harmless such Secured Party, Credit Party with respect to the amount of such shortfalldeficiency, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfallsuch deficiency. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower GroupAgent.

Currency Matters. U.S. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Revolving Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Revolving Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of fees by a U.S. Borrower any Fees shall be in U.S. Dollars; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (fe) Any any amount expressed to be payable in Canadian Dollars Pounds Sterling or Euros shall be paid in Canadian Dollars. No such currency. (f) no payment to the Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until the Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees Borrowers jointly and severally agree to indemnify and hold harmless the Agent or such Secured PartyLender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To The indemnification agreement in this clause (f) shall constitute an obligation of each such Borrower separate and independent from the extent that other obligations contained in this Agreement, shall give rise to a separate and independent cause of action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum or sums in respect of amounts due to the amount of Agent or any Lender under this Credit Agreement or under any such judgment or order. Any such shortfall shall be deemed to constitute a loss suffered by the Agent and each such Lender, as the case may be. The provisions of this clause (f) shall survive the payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members full of all of the applicable other Obligations of the Borrower Groupunder this Agreement.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, provided ; PROVIDED that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Credit Agreement, each repayment of a Revolving Credit Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Revolving Credit Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of fees by a U.S. Borrower any Fees shall be in DollarsDollars (except Letter of Credit Fees and the Fronting Fees pursuant to Section 3.6); (d) Each each payment of fees by a Canadian Borrower Letter of Credit Fees and Fronting Fees shall be payable in Canadian Dollarsthe currency of the underlying Letter of Credit; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (f) Any any amount expressed to be payable in Canadian Dollars Pounds Sterling or Euros shall be paid in Canadian Dollarssuch currency. No payment to the Administrative Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until the Administrative Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its each Borrower Group) agrees to indemnify and hold harmless the Administrative Agent or such Secured PartyLender, as the case may be, with respect to the amount of the shortfall with respect to amounts payable by such shortfallBorrower hereunder, with such indemnity surviving the termination of this Credit Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent:. (a) 5.11.1 Each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) 5.11.2 Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) 5.11.3 Each payment of fees by a the U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) 5.11.4 Each payment of fees by a the Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) 5.11.5 Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) 5.11.6 Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.11. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower Groupaffected Loan Party.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent:. (a) 5.11.1 Each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) 5.11.2 Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) 5.11.3 Each payment of fees by a the U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) 5.11.4 Each payment of fees by a the Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) 5.11.5 Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) 5.11.6 Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.11. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower affected Loan Party Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrowers hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of any Letter of Credit Fees payable by the applicable Requesting Borrower (and any other fees payable by a U.S. Borrower the Borrowers under Section 3.2) and all other amounts due hereunder (unless the provisions of the Loan Agreement require otherwise) shall be in Dollars; (d) Each each payment of any Letter of Credit Fees payable by Canadian Borrowers (and any other fees payable by a Canadian Borrower Borrowers under Section 3.2) and Commitment Fees payable by Canadian Borrowers shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (f) Any any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) each Borrower, severally and not jointly, agrees to indemnify and hold harmless Agent or such Secured PartyXxxxxx, as the case may be, with respect to the amount of the shortfall with respect to amounts payable by such shortfallBorrower hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent:; provided, that (a) Each each repayment of a Loan or a reimbursement of a draw on a Letter of CreditRevolver Loan, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each each payment of fees by a U.S. Borrower pursuant to Section 3.2.1 shall be in the currency therein provided, and if not so provided, in Dollars; (d) Each each payment of fees by a Canadian Borrower pursuant to Sections 3.2.2 through 3.2.5 shall be in Canadian Dollars;the currency of the underlying Letter of Credit; and (e) Each each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); and (f) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollarsmade. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarspayable pursuant to the above provisions of this Section 5.12. Agent has the right, in which case such at the expense of the applicable Loan Party, to convert any payment shall be made in Dollars)an incorrect currency into the applicable currency required under this Agreement. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable affected Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent:. (a) 5.11.1 Each repayment of a Loan Revolver Loan, U.S. LC Obligation or a reimbursement of a draw on a Letter of Credit, as applicable, Canadian LC Obligation or a part thereof shall be made in the currency in which such Loan Revolver Loan, U.S. LC Obligation or Letter of Credit Canadian LC Obligation is denominated at the time of such that repayment; (b) 5.11.2 Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) 5.11.3 Each payment of fees by a U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) 5.11.4 Each payment of fees by a Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) 5.11.5 Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) 5.11.6 Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.11. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable affected Borrower Group.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrower hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Credit Agreement, each repayment of a Loan or a reimbursement of a draw on a Letter of CreditRevolving Credit A Loan, as applicable, Reimbursement Obligation or a part thereof shall be made in the currency in which such Revolving Credit A Loan or Letter of Credit Reimbursement Obligation, as the case may be, is denominated at the time of such that repayment; (b) Each each payment of interest shall be made in the currency in which such principal or other sum in respect of which such interest has accrued is payable, is denominated; (c) Each each payment of fees by a U.S. Borrower any Fees shall be in Dollars; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (fe) Any any amount expressed to be payable in Canadian Dollars an Optional Currency shall be paid in Canadian Dollarssuch Optional Currency. No payment to the Administrative Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until the Administrative Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to indemnify and hold harmless the Administrative Agent or such Secured PartyLender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Credit Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount Administrative Agent or any Lender receives payment of any such payment to Obligation in a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (currency other than contingent indemnification the currency required to be paid hereunder, each of the Administrative Agent and such Lender shall take all reasonable action to convert such currency into the currency in which the underlying liability was incurred, at the Administrative Agent's or such Lender's spot rate of exchange, within one (1) Business Day after receipt of payment by the Borrower , provided, if reasonable methods and/or markets do not exist for making such exchange, then the Administrative Agent or such Lender, as the case may be, will make such exchange within one (1) Business Day of the date on which making such exchange is, in the Administrative Agent's or such Lender's reasonable determination, commercially possible, and, provided further, nothing contained herein shall in any manner limit the Borrower's obligations for which no claim has been made to pay all Obligations in the currency required under this Credit Agreement, nor shall it be construed as the Administrative Agent's or asserted), expressed in that currency, such Secured Party shall return such excess any Lender's consent to the members of the applicable Borrower Grouppaying any Obligation in any currency other than as set forth in subparagraphs (a) - (e) above.

Currency Matters. (a) Subject to §5.3(a), Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Domestic Borrowers hereunder, provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such repayment;. (b) Each payment of interest shall be made in Subject to §5.3(a), Canadian Dollars, Euro, Euro, GBP and any applicable Designated Subsidiary Alternative Currency are the currency in which such principal or other of account and payment for each and every sum in at any time due from the Canadian Borrower, European Borrowers, UK Borrower and, with respect of which such interest has accrued is denominated;to each applicable Designated Subsidiary Alternative Currency, each applicable Designated Subsidiary, respectively, hereunder; provided that: (ci) Each payment of fees by a U.S. Borrower shall be in Dollars; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)incurred; and (fii) Any any amount expressed to be payable in a currency other than Canadian Dollars Dollars, Euro or GBP or any other Alternative Currency, as applicable, shall be paid in Canadian Dollars. that other currency. (c) No payment to any Secured Party Agent or any Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Party Agent or such other Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to Borrowers shall indemnify and hold harmless reimburse such Secured PartyAgent or such other Lender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Credit Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To . (d) If, for the extent that purpose of obtaining judgment in any court or obtaining an order enforcing a judgment, it becomes necessary to convert any amount due under this Credit Agreement in Dollars or in any other currency (hereinafter in this §6.2.2 called the amount of “first currency”) into any such payment to a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent other currency (other than contingent indemnification obligations for which no claim has been made or asserted), expressed hereinafter in that currency, such Secured Party shall return such excess to the members of the applicable Borrower Groupthis §6.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent. The parties hereto hereby agree as follows: (a) Each repayment of a Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) Each payment of fees by a U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) Each payment of fees by a Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) Each payment of fees by U.K. Borrower pursuant to Section 3.2 shall be in Dollars; (f) Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); andmade; (fg) Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars; (h) Any amount expressed to be payable in British Pounds shall be paid in British Pounds; and (i) Any amount expressed to be payable in Euro shall be paid in Euro. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party Obligor in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.12. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short be less than the full amount of such obligation or liability, whether liability (actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), contingent) expressed in such that currency, such Loan Party Obligor (together with the other Loan Parties within its Borrower GroupObligors who are liable thereunder or obligated therefor) agrees to indemnify and hold harmless such Secured Party, Credit Party with respect to the amount of such shortfalldeficiency, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfallsuch deficiency. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower GroupAgent.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrower hereunder, provided ; PROVIDED that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Loan or a reimbursement of a draw on a Revolving Credit Tranche B Loan, Tranche B Letter of Credit, as applicable, Credit Obligation or a part thereof shall be made in the currency in which such Revolving Credit Tranche B Loan or Tranche B Letter of Credit Obligation, as the case may be, is denominated at the time of such that repayment; ; (b) Each each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is payable is denominated; ; (c) Each each payment of any fees by a U.S. Borrower shall be in Dollars; ; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made incurred; and (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); and (fe) Any any amount expressed to be payable in Canadian Dollars an Optional Currency shall be paid in Canadian Dollarssuch Optional Currency. No payment to the Administrative Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until the Administrative Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to indemnify and hold harmless the Administrative Agent or such Secured PartyLender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount Administrative Agent or any Lender receives payment of any such payment to Obligation in a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (currency other than contingent indemnification the currency required to be paid hereunder, each of the Administrative Agent and such Lender shall take all reasonable actions to convert such currency into the currency in which the underlying liability was incurred, at the Administrative Agent's or such Lender's spot rate of exchange, within one (1) Business Day after receipt of payment by the Borrower, PROVIDED, if reasonable methods and/or markets do not exist for making such exchange, then the Administrative Agent or such Lender, as the case may be, will make such exchange within one (1) Business Day of the date on which making such exchange is, in the Administrative Agent's or such Lender's reasonable determination, commercially possible, and, PROVIDED FURTHER, nothing contained herein shall in any manner limit the Borrower's obligations for which no claim has been made to pay all Obligations in the currency required under this Agreement, nor shall it be construed as the Administrative Agent's or asserted), expressed in that currency, such Secured Party shall return such excess any Lender's consent to the members Borrower paying any Obligation in any currency other than as set forth in clauses (a) - (e) of the applicable Borrower Groupthis SECTION 3.4.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties Borrower hereunder, ; provided that, unless otherwise provided in this Agreement or any other Loan Document or otherwise agreed to by the Agent: (a) Each except as expressly provided in this Agreement, each repayment of a Loan or a reimbursement of a draw on a Tranche B Loan, Tranche B Letter of Credit, as applicable, Credit Obligation or a part thereof shall be made in the currency in which such Tranche B Loan or Tranche B Letter of Credit Obligation, as the case may be, is denominated at the time of such that repayment; ; (b) Each each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is payable is denominated; ; (c) Each each payment of any fees by a U.S. Borrower shall be in Dollars; ; (d) Each payment of fees by a Canadian Borrower shall be in Canadian Dollars; (e) Each each payment in respect of costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made incurred; and (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars); and (fe) Any any amount expressed to be payable in Canadian Dollars an Alternative Currency shall be paid in Canadian Dollarssuch Alternative Currency. No payment to the Agent or any Secured Party Lender (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until the Agent or such Secured Party Lender shall have received payment in full in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollarsincurred, in which case such payment shall be made in Dollars). To and to the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Group) agrees to indemnify and hold harmless the Agent or such Secured PartyLender, as the case may be, with respect to the amount of such the shortfall, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount Agent or any Lender receives payment of any such payment to Obligation in a Secured Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (currency other than contingent indemnification the currency required to be paid hereunder, each of the Agent and such Lender shall take all reasonable actions to convert such currency into the currency in which the underlying liability was incurred, at the Agent's or such Lender's spot rate of exchange, within one (1) Business Day after receipt of payment by the Borrower, provided, if reasonable methods and/or markets do not exist for making such exchange, then the Agent or such Lender, as the case may be, will make such exchange within one (1) Business Day of the date on which making such exchange is, in the Agent's or such Lender's reasonable determination, commercially possible, and, provided further, nothing contained herein shall in any manner limit the Borrower's obligations for which no claim has been made to pay all Obligations in the currency required under this Agreement, nor shall it be construed as the Agent's or asserted), expressed in that currency, such Secured Party shall return such excess any Lender's consent to the members Borrower paying any Obligation in any currency other than as set forth in clauses (a) - (e) of the applicable Borrower Groupthis Section 3.4.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent:. (a) 5.11.1 Each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Revolver Loan or Letter of Credit LC Obligation is denominated at the time of such that repayment; (b) 5.11.2 Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated; (c) 5.11.3 Each payment of fees by a the U.S. Borrower pursuant to Section 3.2 shall be in Dollars; (d) 5.11.4 Each payment of fees by a the Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars; (e) 5.11.5 Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; and (f) 5.11.6 Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.12. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower Groupaffected Loan Party.

Currency Matters. Dollars are the currency of account and payment for each and every sum at any time due from the Loan Parties hereunder, provided that, Borrowers hereunder unless otherwise specifically provided in this Agreement or Agreement, any other Loan Document or otherwise agreed to by the Agent:. 5.11.1 Except as otherwise explicitly set forth herein (a) Each including in Section 2.2.2), each repayment of a Revolver Loan or a reimbursement of a draw on a Letter of Credit, as applicable, LC Obligation or a part thereof shall be made in the currency in which such Loan or Letter of Credit is denominated at the time of such repayment;112 (b) 11.2 Each payment of interest shall be made in the currency in which such the principal or other sum in respect of which such interest has accrued is denominated;; 5. (c) 11.3 Each payment of fees by a the U.S. Borrower pursuant to Section 3.2 shall be in Dollars;; 5. (d) 11.4 Each payment of fees by a the Canadian Borrower pursuant to Section 3.2 shall be in Canadian Dollars;; 5. (e) 11.5 Each payment in respect of Extraordinary Expenses and any other costs, expenses and indemnities shall be made in the currency in which the same were incurred by the party to whom payment is to be made (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)made; andand 5. (f) 11.6 Any amount expressed to be payable in Canadian Dollars shall be paid in Canadian Dollars. No payment to any Secured Credit Party (whether under any judgment or court order or otherwise) shall discharge the obligation or liability of the Loan Party in respect of which it was made unless and until such Secured Credit Party shall have received payment in full Full Payment in the currency in which such obligation or liability was incurred or is outstanding (unless such currency is not Dollars or Canadian Dollars, in which case such payment shall be made in Dollars)payable pursuant to the above provisions of this Section 5.11. To the extent that the amount of any such payment shall, on actual conversion into such currency, fall short of such obligation or liability, whether liability actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted), expressed in such that currency, such Loan Party (together with the other Loan Parties within its Borrower Loan Party Group or other obligors pursuant to any Guarantee of the Obligations of such Loan Party Group) agrees to indemnify and hold harmless such Secured Credit Party, with respect to the amount of the shortfall with respect to amounts payable by such shortfallLoan Party hereunder, with such indemnity surviving the termination of this Agreement and any legal proceeding, judgment or court order pursuant to which the original payment was made which resulted in the shortfall. To the extent that the amount of any such payment to a Secured Credit Party shall, upon an actual conversion into such currency, exceed such obligation or liability, whether actual or contingent (other than contingent indemnification obligations for which no claim has been made or asserted)contingent, expressed in that currency, such Secured Credit Party shall return such excess to the members of the applicable Borrower affected Loan Party Group.