Common use of Euro Currency Clause in Contracts

Euro Currency. (a) The following provisions of this Section 12.15 shall come into effect on and from the date on which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall be redenominated into Euros in accordance with the relevant EMU Legislation. However if and to the extent that the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, (i) each reference in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify and (ii) except as expressly provided in this Section 12.15, this Agreement shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United Kingdom. (b) Company agrees, at the request of any Lender or any Facing Agent, to compensate such Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to Administrative Agent for delivery to Company and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. Company shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof.

Euro Currency. (a) The following provisions of this Section 12.15 shall come into effect on and from the date on which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall be redenominated into Euros in accordance with the relevant EMU Legislation. However if and to the extent that the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, (i) each reference in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify and (ii) except as expressly provided in this Section 12.15, this Agreement shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United Kingdom. (b) Company agrees, at the request of any Lender or any Facing AgentLender, to compensate such Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to Administrative Agent for delivery to Company and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. Company shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof.

Euro Currency. (a) The following provisions If at any time that an Offshore Currency Loan is outstanding, the relevant Offshore Currency is replaced as the lawful currency of this Section 12.15 the country that issued such Offshore Currency (the “Issuing Country”) by the Euro then such Offshore Currency Loan shall come be automatically converted into effect on and from a Loan denominated in Euros in a principal amount equal to the date on amount of Euros into which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall principal amount of such Offshore Currency Loan would be redenominated into Euros in accordance with the relevant EMU Legislation. However if and converted pursuant to the extent that laws of the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice Issuing Country and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, thereafter (i) each reference no further Loans will be available in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify Offshore Currency and (ii) except as expressly provided all references in this Section 12.15, this Agreement the Loan Documents to such Offshore Currency shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify deemed to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United KingdomEuro. (b) The Company agrees, at the request of any Lender or any Facing AgentLender, to compensate such each Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) the European Monetary Union and the Euro and that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to the Co-Administrative Agent for delivery to the Company and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. The Company shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof. The agreements and obligations of the Company in this Section 11.20 shall survive the payment of all obligations.

Euro Currency. (a) The following provisions If at any time that an Offshore Currency Loan is outstanding, the relevant Offshore Currency is replaced as the lawful currency of this Section 12.15 the country that issued such Offshore Currency (the “Issuing Country”) by the Euro then such Offshore Currency Loan shall come be automatically converted into effect on and from a Loan denominated in Euros in a principal amount equal to the date on amount of Euros into which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall principal amount of such Offshore Currency Loan would be redenominated into Euros in accordance with the relevant EMU Legislation. However if and converted pursuant to the extent that laws of the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice Issuing Country and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, thereafter (i) each reference no further Loans will be available in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify Offshore Currency and (ii) except as expressly provided all references in this Section 12.15, this Agreement the Loan Documents to such Offshore Currency shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify deemed to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United KingdomEuro. (b) The Company agrees, at the request of any Lender or any Facing AgentLender, to compensate such each Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) the European Monetary Union and the Euro and that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to the Administrative Agent for delivery to the Company and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. The Company shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof. The agreements and obligations of the Company in this Section 11.20 shall survive the payment of all obligations.

Euro Currency. (a) The following provisions of this Section 12.15 shall come into effect on and from the date on which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall be redenominated into Euros in accordance with the relevant EMU Legislation. However if and to the extent that the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, (i) each reference in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify and (ii) except as expressly provided in this Section 12.15, this Agreement shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United Kingdom. (b) Company agreesCompany, European Holdco and Other Subsidiary Borrowers agree, at the request of any Lender or any Facing Agent, to compensate such Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to Administrative Agent for delivery to Company the applicable Borrower and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. Company The applicable Borrower shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof.

Euro Currency. (a) The following provisions of this Section 12.15 shall come into effect on and from the date on which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall be redenominated into Euros in accordance with the relevant EMU Legislation. However if and to the extent that the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, (i) each reference in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify and (ii) except as expressly provided in this Section 12.15, this Agreement shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United Kingdom. (b) Company agreesCompany, European Holdco and European Subsidiary Borrowers agree, at the request of to any Lender or any Facing Agent, to compensate such Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to Administrative Agent for delivery to Company the applicable Borrower and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. Company The applicable Borrower shall pay such Lender the amount shown as due on any such certificate within 10 days 5 Business Days after receipt thereof.

Euro Currency. (a) The following provisions of this Section 12.15 12.13 shall come into effect on and from the date on which the United Kingdom or Switzerland, as applicable, becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling or Swiss Francs, as applicable, shall be redenominated into Euros in accordance with the relevant EMU Legislation. However if and to the extent that the relevant EMU Legislation provides that an amount which is denominated in Sterling or Swiss Francs, as applicable, can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling or Swiss Francs, as applicable, hereunder either in Euros or in SterlingSterling or Swiss Francs, as applicable. Without prejudice and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, (i) each reference in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling or Swiss Francs, as applicable, shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time reasonably specify and (ii) except as expressly provided in this Section 12.1512.13, this Agreement shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United KingdomKingdom or Switzerland, as applicable. (b) The Company agreesand Subsidiary Borrowers agree, at the request of to any Lender or any Facing Agent, to compensate such Lender or the respective Facing Agent for any reasonable loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a12.13(a) that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s 's or such Facing Agent’s 's determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to Administrative Agent for delivery to Company the applicable Borrower and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. Company The applicable Borrower shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof.

Euro Currency. (a) The following provisions of this Section 12.15 shall come into effect on and from the date on which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall be redenominated into Euros in accordance with the relevant EMU Legislation. However if and to the extent that the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, (i) each reference in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify and (ii) except as expressly provided in this Section 12.15, this Agreement shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United Kingdom. (b) Company agreesCompany, European Holdco and Subsidiary Borrowers agree, at the request of to any Lender or any Facing Agent, to compensate such Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s 's or such Facing Agent’s 's determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to Administrative Agent for delivery to Company the applicable Borrower and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. Company The applicable Borrower shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof.

Euro Currency. (a) The following provisions If at any time that an Offshore Currency Loan is outstanding, the relevant Offshore Currency is replaced as the lawful currency of this Section 12.15 the country that issued such Offshore Currency (the "Issuing Country") by the Euro then such Offshore Currency Loan shall come be automatically converted into effect on and from a Loan denominated in Euros in a principal amount equal to the date on amount of Euros into which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall principal amount of such Offshore Currency Loan would be redenominated into Euros in accordance with the relevant EMU Legislation. However if and converted pursuant to the extent that laws of the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice Issuing Country and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, thereafter (i) each reference no further Loans will be available in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify Offshore Currency and (ii) except as expressly provided all references in this Section 12.15, this Agreement the Loan Documents to such Offshore Currency shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify deemed to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United KingdomEuro. (b) The Company agrees, at the request of any Lender or any Facing AgentLender, to compensate such each Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) the European Monetary Union and the Euro and that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s 's determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to the Administrative Agent for delivery to the Company and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. The Company shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof. The agreements and obligations of the Company in this Section 11.20 shall survive the payment of all obligations.

Euro Currency. (a) The following provisions If at any time that an Offshore Currency Loan is outstanding, the relevant Offshore Currency is replaced as the lawful currency of this Section 12.15 the country that issued such Offshore Currency (the "ISSUING COUNTRY") by the Euro then such Offshore Currency Loan shall come be automatically converted into effect on and from a Loan denominated in Euros in a principal amount equal to the date on amount of Euros into which the United Kingdom becomes a Participating Member State. Each obligation under this Agreement which has been denominated in Sterling shall principal amount of such Offshore Currency Loan would be redenominated into Euros in accordance with the relevant EMU Legislation. However if and converted pursuant to the extent that laws of the relevant EMU Legislation provides that an amount which is denominated in Sterling can be paid by the debtor either in Euros or in that national currency unit, each party to this Agreement shall be entitled to pay or repay any amount denominated or owing in Sterling hereunder either in Euros or in Sterling. Without prejudice Issuing Country and in addition to any method of conversion or rounding prescribed by any relevant EMU Legislation, thereafter (i) each reference no further Loans will be available in this Agreement to a minimum amount (or an integral multiple thereof) in Sterling shall be replaced by a reference to such reasonably comparable and convenient amount (or an integral multiple thereof) in Euros as Administrative Agent may from time to time specify Offshore Currency and (ii) except as expressly provided all references in this Section 12.15, this Agreement the Loan Documents to such Offshore Currency shall be subject to such reasonable changes of construction as Administrative Agent may from time to time specify deemed to be necessary or appropriate to reflect the introduction of or changeover to Euros in the United KingdomEuro. (b) The Company agrees, at the request of any Lender or any Facing AgentLender, to compensate such each Lender or the respective Facing Agent for any loss, cost, expense or reduction in return that such Lender or such Facing Agent shall reasonably determine shall be incurred or sustained by such Lender or such Facing Agent as a result of the implementation of Section 12.15(a) the European Monetary Union and the Euro and that would not have been incurred or sustained by such Lender or such Facing Agent but for the transactions provided for herein. A certificate of any such Lender or the respective Facing Agent setting forth such Lender’s or such Facing Agent’s 's determination of the amount or amounts necessary to compensate such Lender or such Facing Agent shall be delivered to the Co-Administrative Agent for delivery to the Company and shall be conclusive absent manifest error so long as such determination is made by such Lender or such Facing Agent on a reasonable basis. The Company shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof. The agreements and obligations of the Company in this SECTION 11.20 shall survive the payment of all obligations.