Common use of CURRENCY OF ACCOUNT; CURRENCY INDEMNITY Clause in Contracts

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor under this Agreement which is made in a currency other than the currency ("Contractual Currency") in which such payment is required to be made pursuant to this Agreement shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent upon the sale of the currency so received, after taking into account any costs of exchange in connection with such sale. For the avoidance of doubt, Finance Parties shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties be liable to any Obligor for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent and the date on which the Agent effects such sale, as to which the Agent shall (as against the relevant Obligor) have an absolute discretion. If any sum due from any Obligor under this Agreement or any order or judgment given or made in relation to this Agreement is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "first currency") into another currency (the "second currency") for the purpose of (a) making or filing a claim or proof against the relevant Obligor, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement given or made in relation to this Agreement, the relevant Obligor shall indemnify and hold harmless the Finance Parties from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant Finance Party may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor under the indemnity contained in this clause 15.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement and the term "rate of exchange" includes any costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor the Borrower under this Agreement or any of the Facility Documents which is made in a currency other than the currency ("Contractual Currency") in which such payment is required to be made pursuant to this Agreement or the applicable Facility Document (“Contractual Currency”) shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Bank Agent upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, Finance Parties doubt the Bank Agent and the Banks shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties Bank Agent or the Banks be liable to any Obligor the Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Bank Agent and the date on which the Bank Agent effects such sale, as to which the Bank Agent shall (as against the relevant ObligorBorrower) have an absolute discretion. If any sum due from any Obligor the Borrower under this Agreement or any of the Facility Documents or any order or judgment given or made in relation to this Agreement hereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "“first currency"”) into another currency (the "“second currency"”) for the purpose of (a) making or filing a claim or proof against the relevant ObligorBorrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this AgreementAgreement or any of the Facility Documents, the relevant Obligor Borrower shall indemnify and hold harmless each of the Finance Parties Bank Beneficiaries from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant Finance Party that Bank Beneficiary may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor the Borrower under the indemnity contained in this clause 15.2 12.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement or any of the Facility Documents and the term "“rate of exchange" ” includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor the Borrower under this Agreement or any of the Facility Documents which is made in a currency other than the currency ("Contractual Currency") in which such payment is required to be made pursuant to this Agreement or the applicable Facility Document (“Contractual Currency”) shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Facility Agent upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, Finance Parties doubt the Facility Agent and the Lenders shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties Facility Agent or the Lenders be liable to any Obligor the Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Facility Agent and the date on which the Facility Agent effects such sale, as to which the Facility Agent shall (as against the relevant ObligorBorrower) have an absolute discretion. If any sum due from any Obligor the Borrower under this Agreement or any of the Facility Documents or any order or judgment given or made in relation to this Agreement hereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "“first currency"”) into another currency (the "“second currency"”) for the purpose of (a) making or filing a claim or proof against the relevant ObligorBorrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this AgreementAgreement or any of the Facility Documents, the relevant Obligor Borrower shall indemnify and hold harmless each of the Finance Parties Beneficiaries from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant Finance Party that Beneficiary may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor the Borrower under the indemnity contained in this clause 15.2 12.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement or any of the Facility Documents and the term "“rate of exchange" ” includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. 106 No payment by any Obligor Borrower under this Agreement any of the Finance Documents which is made in a currency other than the currency ("Contractual CurrencyCONTRACTUAL CURRENCY") in which such payment is required to be made pursuant to this Agreement the relevant Finance Documents shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, doubt the Finance Parties shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties be liable to any Obligor Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent and the date on which the Agent effects such sale, as to which the Agent shall (as against the relevant Obligoreach Borrower) have an absolute discretion. If any sum due from any Obligor Borrower under this Agreement any Finance Document or any order or judgment given or made in relation to this Agreement thereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "first currencyFIRST CURRENCY") into another currency (the "second currencySECOND CURRENCY") for the purpose of (a) making or filing a claim or proof against the relevant Obligorany Borrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this Agreementany of the Finance Documents, the relevant Obligor each Borrower shall indemnify and hold harmless the each Finance Parties Party from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant each such Finance Party may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor Borrower under the indemnity contained in this clause 15.2 13.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement any of the Finance Documents and the term "rate of exchangeRATE OF EXCHANGE" includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.. 107

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor a Borrower under this Agreement which is made in a currency other than the currency ("Contractual Currency") in which such payment is required to be made pursuant to this Agreement shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent Agent, the Swingline Bank or the Overdraft Bank, as appropriate upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, doubt no Finance Parties Party shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the any Finance Parties Party be liable to any Obligor Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent Agent, the Swingline Bank or the Overdraft Bank, as appropriate and the date on which the Agent Agent, the Swingline Bank or the Overdraft Bank, as appropriate effects such sale, as to which the Agent Agent, the Swingline Bank or the Overdraft Bank, as appropriate shall (as against the relevant Obligorsuch Borrower) have an absolute discretionact in good faith. If any sum due from any Obligor a Borrower under this Agreement or any order or judgment given or made in relation to this Agreement hereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "first currency") into another currency (the "second currency") for the purpose of (a) making or filing a claim or proof against the relevant Obligora Borrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this Agreement, the relevant Obligor such Borrower shall indemnify and hold harmless the Finance Parties from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant such Finance Party may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor a Borrower under the indemnity contained in this clause 15.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement and the term "rate of exchange" includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor Borrower under this Agreement any of the Finance Documents which is made in a currency other than the currency ("“Contractual Currency"”) in which such payment is required to be made pursuant to this Agreement the relevant Finance Documents shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, doubt the Finance Parties shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties be liable to any Obligor Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent and the date on which the Agent effects such sale, as to which the Agent shall (as against the relevant Obligoreach Borrower) have an absolute discretion. If any sum due from any Obligor Borrower under this Agreement any Finance Documents or any order or judgment given or made in relation to this Agreement hereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "“first currency"”) into another currency (the "“second currency"”) for the purpose of (a) making or filing a claim or proof against the relevant Obligorany Borrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this Agreementany of the Finance Documents, the relevant Obligor each Borrower shall indemnify and hold harmless the each Finance Parties Party from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant each such Finance Party may in the ordinary course of business purchase the first currency with the second currency upon receipt of a 107 Back to Contents sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor Borrower under the indemnity contained in this clause 15.2 13.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement any of the Finance Documents and the term "“rate of exchange" ” includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by the Borrower under any Obligor under this Agreement of the Finance Documents which is made in a currency other than the currency ("Contractual Currency"CONTRACTUAL CURRENCY) in which such payment is required to be made pursuant to this Agreement the relevant Finance Documents shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, doubt the Finance Parties shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties be liable to any Obligor the Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent and the date on which the Agent effects such sale, as to which the Agent shall (as against the relevant ObligorBorrower) have an absolute discretion. If any sum due from the Borrower under any Obligor under this Agreement Finance Document or any order or judgment given or made in relation to this Agreement thereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "first currency"FIRST CURRENCY) into another currency (the "second currency"SECOND CURRENCY) for the purpose of (a) making or filing a claim or proof against the relevant ObligorBorrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this Agreementany of the Finance Documents, the relevant Obligor Borrower shall indemnify and hold harmless the each Finance Parties Party from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant each such Finance Party may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor the Borrower under the indemnity contained in this clause 15.2 13.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement any of the Finance Documents and the term "rate of exchange" RATE OF EXCHANGE includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor under or pursuant to this Agreement which is made in a currency other than the currency ("Contractual CurrencyCONTRACTUAL CURRENCY") in which such payment is required to be made pursuant to this Agreement shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent upon the sale of the currency so received, after taking into account any premium and costs of exchange in connection with such sale. For the avoidance of doubt, doubt the Finance Parties shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties be liable to any Obligor for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent and the date on which the Agent effects such sale, as to which the Agent shall (as against the relevant Obligor) have an absolute discretion. If any sum due from any Obligor under this Agreement or any order or judgment given or made in relation to this Agreement hereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "first currencyFIRST CURRENCY") into another currency (the "second currencySECOND CURRENCY") for the purpose of (a) making or filing a claim or proof against the relevant Obligor, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this Agreement, the relevant Obligor shall indemnify and hold harmless the Finance Parties from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant such Finance Party may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor under the indemnity contained in this clause 15.2 13.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement and the term "rate of exchangeRATE OF EXCHANGE" includes any premium and costs of exchange payable in connection with the purchase of the first currency with the second currency.

CURRENCY OF ACCOUNT; CURRENCY INDEMNITY. No payment by any Obligor the Borrower under this Agreement which is made in a currency other than the currency ("Contractual Currency") in which such payment is required to be made pursuant to this Agreement shall discharge the obligation in respect of which it is made except to the extent of the net proceeds in the Contractual Currency received by the Agent Lender, as the case may be, upon the sale of the currency so received, after taking into account any commissions and costs of exchange in connection with such sale. For the avoidance of doubt, Finance Parties doubt the Lender shall not be obliged to accept any such payment in a currency other than the Contractual Currency nor shall the Finance Parties Lender be liable to any Obligor the Borrower for any loss or alleged loss arising from fluctuations in exchange rates between the date on which such payment is so received by the Agent Lender and the date on which the Agent Lender effects such sale, as to which the Agent Lender shall (as against the relevant ObligorBorrower) have an absolute discretion. If any sum due from any Obligor the Borrower under this Agreement or any order or of judgment given or made in relation to this Agreement hereto is required to be converted from the Contractual Currency or the currency in which the same is payable under such order or judgment (the "first currency") into another currency (the "second currency") for the purpose of (a) making or filing a claim or proof against the relevant ObligorBorrower, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgement judgment given or made in relation to this Agreementobligations hereunder, the relevant Obligor Borrower shall indemnify and hold harmless the Finance Parties Lender from and against any loss suffered as a result of any difference between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the relevant Finance Party Lender may in the ordinary course of business purchase the first currency with the second currency upon receipt of a sum paid to it in satisfaction, in whole or in part, of any such order, judgment, claim or proof. Any amount due from any Obligor the Borrower under the indemnity contained in this clause 15.2 Clause 13.2 shall be due as a separate debt and shall not be affected by judgment being obtained for any other sums due under or in respect of this Agreement and the term "rate of exchange" includes any commission and costs of exchange payable in connection with the purchase of the first currency with the second currency.