Common use of European Monetary Union Clause in Contracts

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agree, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agree, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may shall be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency currencies other than Dollars after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ai) any currency Optional Currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euro, or (ii) any Optional Currency and the Euro are at the same time recognized by any governmental authority of the nation issuing such currency as lawful currency of such nation and the Agent shall so request in a European common currencynotice delivered to the Borrowers, then any amount payable hereunder by any party hereto the Borrowers in such currency Optional Currency shall instead be payable in the European common currency Euro and the amount so payable shall be determined by translating the amount payable in such currency Optional Currency to such European common currency the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause clauses (ai) or and (bii) of the preceding sentence, each amount payable hereunder in any currency will Optional Currency will, except as otherwise provided herein, continue to be payable only in that currency. Optional Currency. (b) The Borrowers agree, at the request of the Required LendersAgent, to compensate the Agent or any Bank for any loss, cost, expense or reduction in return that the Agent or such Bank shall reasonably determine shall be incurred or sustained by the Agent or such Bank as a result of the implementation of the European monetary union and that would not have been incurred or sustained but for the transactions provided for herein. A certificate of the Agent or such Bank setting forth the determination of the amount or amounts necessary to compensate the Agent or such Bank shall be delivered to the Borrowers through the Agent and shall be conclusive absent manifest error so long as such determination is made on a reasonable basis. The Borrowers shall pay the Agent or such Bank, as the case may be, the amount shown as due on any such certificate within ten (10) days after receipt thereof. (c) The Borrowers agree at the time of or at any time following the implementation of any changes to the European monetary union, to use reasonable efforts to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union changes, and to place the parties hereto Banks and the Borrowers in the position with respect to the settlement of payments of the Euro as they would have been in had such monetary union not been implemented, with respect to the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence settlement of the event or events described in clause (a) or (b) of the preceding sentenceOptional Currency it replaced.

European Monetary Union. If, as a result of the implementation of the European monetary unionMonetary Union (the "EMU"), (a) any currency Foreign Currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currencycurrency (the "Euro"), then any amount payable hereunder in such replaced Foreign Currency by any party hereto Lender or any Borrower in such currency respect of a Credit Extension shall instead be payable in the European common currency Euros and the amount so payable shall be determined by translating the amount payable in such currency Foreign Currency to such European common currency Euros at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or the EMU; and (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency a Foreign Currency also issues or recognizes both the Foreign Currency and the Euro as lawful currency the national currency, any amounts payable hereunder by any Lender or any Borrower in respect of such nation, then (i) any Loan made at such time shall be made a Credit Extension in such European common currency and (ii) any other amount payable by any party hereto in such currency Foreign Currency shall be payable either in such currency Foreign Currency or the Euro (determined in such European common currency (accordance with the method described in an amount determined as set forth in the foregoing clause (a)), at upon notice delivered to the election of the obligorapplicable Lender. Prior to the occurrence applicability of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency Foreign Currency will continue to be payable only in that currencysuch Foreign Currency. The Each of the Borrowers and the Lenders agree, at the request of the Required Lenders, any such party at the time of of, or at any time following following, the implementation of European monetary unionthe EMU, to enter into good faith negotiations concerning an agreement amending to amend this Agreement in such manner as the Required Lenders any such party shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union the EMU and to place the parties hereto in the position they would have been in had such monetary union the EMU not been implemented. Notwithstanding anything to the contrary in Section 11.1, in the intent being event that neither party will be adversely affected economically the Borrowers and the Lenders are able to agree to an amendment of this Agreement, which amendment solely addresses issues raised by the EMU, this Agreement, as a result of such implementation and that reasonable provisions amendment's effective date, shall be deemed to be amended by such amendment without the requirement of any further action hereunder by the Lenders or the Required Lenders, as the case may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentencebe.

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, or (ii) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation and the Administrative Agent or the Required Banks shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeBorrower agrees, at the request of the Required LendersBanks, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders Banks shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence."

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, or (ii) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation and the Administrative Agent or the Required Banks shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeBorrower agrees, at the request of the Required LendersBanks, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders Banks shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.. D4

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ai) any currency Optional Currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euro, or (ii) any Optional Currency and the Euro are at the same time recognized by any governmental authority of the nation issuing such currency as lawful currency of such nation and the Agent shall so request in a European common currencynotice delivered to the Borrower, then any amount payable hereunder by any party hereto the Borrower in such currency Optional Currency shall instead be payable in the European common currency Euro and the amount so payable shall be determined by translating the amount payable in such currency Optional Currency to such European common currency the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause clauses (ai) or and (bii) of the preceding sentence, each amount payable hereunder in any currency will Optional Currency will, except as otherwise provided herein, continue to be payable only in that currency. Optional Currency. (b) The Borrowers agreeBorrower agrees, at the request of the Required LendersAgent, to compensate the Agent or any Bank for any loss, cost, expense or reduction in return that the Agent or such Bank shall reasonably determine shall be incurred or sustained by the Agent or such Bank as a result of the implementation of the European monetary union and that would not have been incurred or sustained but for the transactions provided for herein. A certificate of the Agent or such Bank setting forth the determination of the amount or amounts necessary to compensate the Agent or such Bank shall be delivered to the Borrower through the Agent and shall be conclusive absent manifest error so long as such determination is made on a reasonable basis. The Borrower shall pay the Agent or such Bank, as the case may be, the amount shown as due on any such certificate within ten (10) days after receipt thereof. (c) The Borrower and the Agent agree at the time of or at any time following the implementation of any changes to the European monetary union, to use reasonable efforts to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union changes, and to place the parties hereto Banks and the Borrower in the position with respect to the settlement of payments of the Euro as they would have been in had such monetary union not been implemented, with respect to the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence settlement of the event or events described in clause (a) or (b) of the preceding sentenceOptional Currency it replaced.

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in E-1-57 clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agree, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may shall be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency currencies other than Dollars after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, as a result of the ------------------------ implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, or (ii) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation and the Agent or the Required Lenders shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. (b) The Borrower agrees, at the request of any Lender, to compensate such Lender for any loss, cost, expense or reduction in return that shall be incurred or sustained by such Lender as a result of the implementation of European monetary union and that would not have been incurred or sustained but for the transactions provided for herein. A certificate of a Lender setting forth the amount or amounts necessary to compensate such Lender shall be delivered to the Borrower and shall be conclusive absent manifest error. The Borrowers agreeBorrower shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof. (c) The Borrower agrees, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the 100 exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeParent and each Borrower agrees, at the request of the Required Lenders, and the Lenders, the Issuing Bank and the Administrative Agent agree, at the request of the Borrowers, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders or the Borrowers, as the case may be, shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency Available Foreign Currency ceases to be the lawful currency of the its respective issuing nation issuing the same and is replaced by a European common currencysingle currency or (ii) any Available Foreign Currency and a European single currency are at the same time recognized by the central bank or comparable authority of the nation issuing such Available Foreign Currency as lawful currency of such nation and the Agent shall so request in a notice delivered to Xxxx Europe, then any amount payable hereunder by any party hereto the Agent or the Lenders to Xxxx Europe, or by Xxxx Europe to the Agent or the Lenders, in such currency shall instead be payable in the European common single currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common single currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or union as of the date such payment is due. (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeXxxx Europe agrees, at the request of any Lender, to compensate such Lender for any reasonable loss, cost, expense or reduction in return that shall be incurred or sustained by such Lender (other than as a result of such Lender's gross negligence or willful misconduct) as a result of the implementation of European monetary union, that would not have been incurred or sustained but for the transactions provided for herein and that, to the extent that such loss, cost, expense or reduction is of a type generally applicable to extensions of credit similar to the extensions of credit hereunder, is generally being requested from borrowers subject to similar provisions. A certificate of a Lender (X) setting forth the amount or amounts necessary to compensate such Lender, (y) describing the nature of the loss or expense sustained or incurred by such Lender as a consequence thereof and (z) setting forth a reasonably detailed explanation of the calculation thereof shall be delivered to Xxxx Europe and shall be conclusive absent manifest error. Xxxx Europe shall pay to such Lender the amount shown as due on any such certificate within 10 days after receipt thereof (c) Xxxx Europe agrees, at the request of the Agent or the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Credit Agreement (subject to obtaining the approval of the Agent and the Required Lenders) in such manner as the Agent and the Required Lenders shall reasonably request specify in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. If, in the reasonable judgment of the Agent, as a result of the implementation of the European monetary unionMonetary Union, (aA) any currency European Currency ceases to be lawful currency of the nation issuing the same and is replaced by a the Euro, or (B) any European common currency, then any amount payable hereunder Currency and the Euro are at the same time recognized by any party hereto governmental authority of the nation issuing such European Currency as lawful currency of such nation, such European Currency shall cease to be a Foreign Currency hereunder and the Agent shall give prompt notice to the Company and each Lender that, on the date any Foreign Currency Advance denominated in such currency European Currency would become due under the terms of this Agreement the Company shall instead be payable repay such Foreign Currency Advance by paying to each Lender an amount in the European common currency and Euro equal to the amount so payable determined in good faith by such Lender (which determination shall be conclusive absent manifest error) necessary to compensate such Lender for the principal of and accrued interest on such Foreign Currency Advance being repaid in the Euro (rather than in the denominated Foreign Currency) as determined by translating converting the amount payable in such currency European Currency to such European common currency the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligorMonetary Union. Prior to the occurrence of the event or events described in clause paragraphs (aA) or and (bB) of the preceding sentencefirst sentence of this section, each amount payable hereunder under this Agreement in any currency will European Currency shall, except as otherwise provided herein, continue to be payable only in that currencysuch European Currency. The Borrowers agree, at Company affirms and agrees that neither the request fixation of the Required Lendersexchange rate of any European Currency against the Euro as recognized by the European Central Bank for the purpose of implementing European Monetary Union, at nor the time conversion of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans Foreign Currency Advance denominated in any Alternative European Currency to a Foreign Currency Advance denominated in the Euro will be (A) a reason for the early termination or a European common currency after the revision or reformation, in whole or in part, of this Agreement or any other Loan Document, or (B) create any liability of any Lender toward the Company or any other Lender for any direct, consequential, or other loss arising from the occurrence of the event or events described in clause paragraphs (aA) or and (bB) of the preceding sentencefirst sentence of this section.

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeBorrower agrees, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency Sterling or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. If, as a result of the implementation of European monetary unionMonetary Union ("EMU"), (a) any currency that is a Qualified Foreign Currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currencycurrency (the "Euro"), then any amount payable hereunder by any party hereto in such currency replaced Qualified Foreign Currency by the Fronting Bank in respect of a Disbursement shall instead be payable in the European common currency Euros and the amount so payable shall be determined by translating the amount payable in such currency Qualified Foreign Currency to such European common currency Euros at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or EMU; and (b) any nation issuing a currency and that is a European common currency are at Qualified Foreign Currency also issues or recognizes the same time recognized by Euro through the central bank or other comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) so long as such nation issues or recognizes both the Qualified Foreign Currency and the Euro as the national currency, any Loan made at such time shall be made amounts payable hereunder by the Fronting Bank in respect of a Disbursement in such European common currency and (ii) any other amount payable by any party hereto in such currency Qualified Foreign Currency shall be payable either in such currency Qualified Foreign Currency or the Euro (determined in such European common currency (accordance with the method described in an amount determined as set forth in the foregoing clause (a)), at as may be requested by the election applicable Letter of Credit Beneficiary upon notice delivered to the obligorFronting Bank. Prior to the occurrence applicability of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency Qualified Foreign Currency will continue to be payable only in that currencysuch Qualified Foreign Currency. The Each of the Borrowers agreeand the Fronting Bank agrees, at the request of the Required Lenders, any such party at the time of of, or at any time following following, the implementation of European monetary unionMonetary Union, to enter into good faith negotiations concerning an agreement amending to amend this Agreement in such manner as the Required Lenders any such party shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union European Monetary Union and to place the parties hereto in the position they would have been in had such monetary union European Monetary Union not been implemented. Notwithstanding anything to the contrary in Section 11.1, in the intent being event that neither party will be adversely affected economically the Borrowers and the Fronting Bank are able to agree to an amendment of this Agreement, which amendment solely addresses issues raised by European Monetary Union, this Agreement, as a result of such implementation and that reasonable provisions amendment's effective date, shall be deemed to be amended by such amendment without the requirement of any further action hereunder by the Lenders or the Required Lenders, as the case may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentencebe.

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeEach Borrower agrees, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and 100 that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such single currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (bii) any currency and a European common single currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nationnation and the Administrative Agent or the Required Lenders (or, in the case of European Overdraft Loans, the European Overdraft Lender) shall so request in a notice delivered to the Company, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable hereunder by the Revolving Credit Lenders (or the European Overdraft Lender, as the case may be) to any Borrower, or by any party hereto Borrower to the Revolving Credit Lenders (or the European Overdraft Lender, as the case may be), in such currency shall instead by payable in the European single currency and the amount so payable shall be determined by translating the amount payable in such currency or in to such European common single currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union. (in an amount determined as set forth in clause (a))b) The Company agrees, at the election request of any Lender, to compensate such Lender for any reasonable loss, cost, expense or reduction in return that shall be incurred or sustained by such Lender (other than through such Lender's gross negligence or willful misconduct) as a result of the obligor. Prior implementation of European monetary union, that would not have been incurred or sustained but for the transactions provided for herein and that, to the occurrence extent that such loss, cost, expense or reduction is of a type generally applicable to extensions of credit similar to the extensions of credit hereunder, is generally being requested from borrowers subject to similar provisions. A certificate of a Lender setting forth (x) the amount or amounts necessary to compensate such Lender (y) describing the nature of the event loss or events described in clause expense sustained or incurred by such Lender as a consequence thereof and (az) or (b) setting forth a reasonably detailed explanation of the preceding sentence, each amount payable hereunder in any currency will continue calculation thereof shall be delivered to the Company and shall be payable only in that currencyconclusive absent manifest error. The Borrowers agreeCompany shall pay such Lender the amount shown as due on any such certificate within 10 days after receipt thereof. (c) The Company agrees, at the request of the Required LendersLenders (or, with respect to matters relating to the European Overdraft Loans, the European Overdraft Lender), at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders (or the European Overdraft Lender, as the case may be) reasonably shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, or (ii) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation and the Administrative Agent or the Required Banks shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeBorrower agrees, at the request of the Required LendersBanks, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders Banks shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. If, as a result of the implementation of European monetary unionMonetary Union ("EMU"), (a) any currency that is a Qualified Foreign Currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currencycurrency (the "Euro"), then any amount payable hereunder by any party hereto in such currency replaced Qualified Foreign Currency by either Fronting Bank in respect of a Disbursement shall instead be payable in the European common currency Euros and the amount so payable shall be determined by translating the amount payable in such currency Qualified Foreign Currency to such European common currency Euros at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or EMU; and (b) any nation issuing a currency and that is a European common currency are at Qualified Foreign Currency also issues or recognizes the same time recognized by Euro through the central bank or other comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) so long as such nation issues or recognizes both the Qualified Foreign Currency and the Euro as the national currency, any Loan made at such time shall be made amounts payable hereunder by either Fronting Bank in respect of a Disbursement in such European common currency and (ii) any other amount payable by any party hereto in such currency Qualified Foreign Currency shall be payable either in such currency Qualified Foreign Currency or the Euro (determined in such European common currency (accordance with the method described in an amount determined as set forth in the foregoing clause (a)), at as may be requested by the election applicable Letter of Credit Beneficiary upon notice delivered to the obligorapplicable Fronting Bank. Prior to the occurrence applicability of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency Qualified Foreign Currency will continue to be payable only in that currencysuch Qualified Foreign Currency. The Each of the Borrowers agreeand each Fronting Bank agrees, at the request of the Required Lenders, any such party at the time of of, or at any time following following, the implementation of European monetary unionMonetary Union, to enter into good faith negotiations concerning an agreement amending to amend this Agreement in such manner as the Required Lenders any such party shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union European Monetary Union and to place the parties hereto in the position they would have been in had such monetary union European Monetary Union not been implemented. Notwithstanding anything to the contrary in Section 11.1, in the intent being event that neither party will be adversely affected economically the Borrowers and either Fronting Bank are able to agree to an amendment of this Agreement, which amendment solely addresses issues raised by European Monetary Union, this Agreement, as a result of such implementation and that reasonable provisions amendment's effective date, shall be deemed to be amended by such amendment without the requirement of any further action hereunder by the Lenders or the Majority Lenders, as the case may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentencebe.

European Monetary Union. (a) If, as a result of the ----------------------- implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, or (ii) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation and the Agent or the Required Lenders shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. (b) The Borrower agrees, at the request of any Lender, to compensate such Lender for any loss, cost, expense or reduction in return that shall be incurred or sustained by such Lender as a result of the implementation of European monetary union and that would not have been incurred or sustained but for the transactions provided for herein. A certificate of a Lender setting forth in reasonable detail the calculation for the amount or amounts necessary to compensate such Lender shall be delivered to the Borrower and shall be conclusive absent manifest error. The Borrowers agreeBorrower shall pay such Lender the amount shown as due on any such certificate within ten (10) days after receipt thereof. (c) The Borrower agrees, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. If, as a result of the implementation of European monetary union, (a) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (a) or (b) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeEach Borrower agrees, at the request of the Required Lenders, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, as a result of the ----------------------- implementation of European monetary union, (ai) any currency European Currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currencycurrency (the "Euro"), or (ii) any European Currency and the Euro are at the same time recognized by any Governmental Authority of the nation issuing such European Currency as lawful currency of such nation and the Administrative Agent or the Majority Banks shall so request in a notice delivered to the Company, then any amount payable hereunder by any party hereto in such currency European Currency shall instead be payable in the European common currency Euro and the amount so payable shall be determined by translating the amount payable in such currency European Currency to such European common currency the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will European Currency will, except as otherwise provided herein, continue to be payable only in that currency. Currency. (b) The Borrowers agreeCompany agrees, at the request of any Bank, to compensate such Bank for any loss, cost, expense or reduction in return that such Bank shall reasonable determine shall be incurred or sustained by such Bank as a result of the Required Lendersimplementation of European monetary union and that would not have been incurred or sustained but for the transactions provided for herein. A certificate of a Bank setting forth such Bank's determination of the amount or amounts necessary to compensate such Bank shall be delivered to the Company and shall be conclusive absent manifest error so long as such determination is made on a reasonable basis. The Company shall pay such Bank the amount shown as due on any such certificate within 10 days after receipt thereof. (c) The parties hereto agree, at the time of or at any time following the implementation of European monetary union, to use reasonable efforts to enter into an agreement amending this Agreement in such manner as the Required Lenders shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union Credit Agreement ---------------- -58- union, to permit (if feasible) the Euro to qualify as an Agreed Foreign Currency under the terms and conditions of the definition of such term and to place the parties hereto in the position with respect to the settlement of payments of the Euro as they would have been in had such monetary union not been implemented, with respect to the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence settlement of the event or events described in clause (a) or (b) of the preceding sentence.Currencies it replaced. Credit Agreement ----------------

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currency, or (ii) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation and the Administrative Agent or the Required Banks shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto in such currency shall instead be payable in the European common currency and the amount so payable shall be determined by translating the amount payable in such currency to such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clause (ai) or (bii) of the preceding sentence, each amount payable hereunder in any currency will continue to be payable only in that currency. The Borrowers agreeBorrower agrees, at the request of the Required LendersBanks, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Agreement in such manner as the Required Lenders Banks shall reasonably request in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such monetary union and to place the parties hereto in the position they would have been in had such monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.. 245

European Monetary Union. (a) If, as a result of the implementation of European monetary union, (ai) any currency Optional Currency ceases to be lawful currency of the nation issuing the same and is replaced by a European common currencysingle currency (the so-called "Euro") or (ii) any Optional Currency and the "Euro" are at the same time recognized by the central bank or comparable authority of the nation issuing such Optional Currency as lawful currency of such nation and the Agent or the Majority Banks shall so request in a notice delivered to the Borrower, then any amount payable hereunder by any party hereto the Borrower to the Banks, in such currency Optional Currency shall instead be payable in the European common currency "Euro" and the amount so payable shall be determined by translating the amount payable in such currency Optional Currency to such European common currency the "Euro" at the exchange rate recognized by the European Central Bank for the purpose of implementing European monetary union, or . (b) any currency and a European common currency are at the same time recognized by the central bank or comparable authority of the nation issuing such currency as lawful currency of such nation, then (i) any Loan made at such time shall be made in such European common currency and (ii) any other amount payable by any party hereto in such currency shall be payable in such currency or in such European common currency (in an amount determined as set forth in clause (a))The Borrower agrees, at the election request of any Bank, to compensate such Bank for any reasonable loss, cost, expense or reduction in return that shall be incurred or sustained by such Bank (other than through such Bank's gross negligence or willful misconduct) as a result of the obligor. Prior implementation of European monetary union, that would not have been incurred or sustained but for the transactions provided for herein and that, to the occurrence extent that such loss, cost, expense or reduction is of a type generally applicable to extensions of credit similar to the extensions of credit hereunder, is generally being requested from borrowers subject to similar provisions. A certificate of a Bank setting forth (x) the amount or amounts necessary to compensate such Bank (y) describing the nature of the event loss or events described in clause expense sustained or incurred by such Bank as a consequence thereof and (az) or (b) setting forth a reasonably detailed explanation of the preceding sentence, each amount payable hereunder in any currency will continue calculation thereof shall be delivered to the Borrower and shall be payable only in that currencyconclusive absent manifest error. The Borrowers agreeBorrower shall pay such Bank the amount shown as due on any such certificate within 10 days after receipt thereof. (c) The Borrower agrees, at the request of the Required LendersMajority Banks, at the time of or at any time following the implementation of European monetary union, to enter into an agreement amending this Credit Agreement in such manner as the Required Lenders Majority Banks shall reasonably request specify in order to avoid any unfair burden or disadvantage resulting from reflect the implementation of such European monetary union and to place the parties hereto in the position they would have been in had such European monetary union not been implemented, the intent being that neither party will be adversely affected economically as a result of such implementation and that reasonable provisions may be adopted to govern the borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the event or events described in clause (a) or (b) of the preceding sentence.