Common use of European Monetary Union Clause in Contracts

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (i) any 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 notice delivered to the Borrowers, then any amount payable hereunder by the Borrowers in such Optional Currency shall instead be payable in the Euro and the amount so payable shall be determined by translating the amount payable in such Optional Currency to the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses (i) and (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, continue to be payable only in that Optional Currency. (b) The Borrowers agree, at the request of the Agent, 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 order to reflect the implementation of such changes, and to place the Banks and the Borrowers in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replaced.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency 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 clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agree, at the request of the AgentRequired Lenders, 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 reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 settlement borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the Optional Currency it replacedevent 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, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency 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 clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agree, at the request of the AgentRequired Lenders, 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 reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 shall be adopted to govern the settlement borrowing, maintenance and repayment of Loans denominated in currencies other than Dollars after the occurrence of the Optional Currency it replacedevent 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, (i) any Optional Currency currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euroa European common currency, or (ii) any Optional Currency currency and the Euro a European common currency are at the same time recognized by any governmental 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 BorrowersBorrower, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses clause (i) and or (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agreeBorrower agrees, at the request of the AgentRequired Banks, 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 Banks shall reasonably request in order to reflect the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replaced.in had such monetary union not been implemented. D4

European Monetary Union. (a) If, as a result of the ------------------------ implementation of the European monetary union, (i) any Optional Currency currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euroa European common currency, or (ii) any Optional Currency currency and the Euro a European common currency are at the same time recognized by any governmental 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 BorrowersBorrower, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses clause (i) and or (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currencycurrency. (b) The Borrowers agreeBorrower agrees, at the request of the Agentany Lender, to compensate the Agent or any Bank such Lender 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 Lender 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 a Lender setting forth the determination of the amount or amounts necessary to compensate the Agent or such Bank Lender shall be delivered to the Borrowers through the Agent Borrower and shall be conclusive absent manifest error so long as such determination is made on a reasonable basiserror. The Borrowers Borrower shall pay the Agent or such Bank, as the case may be, Lender the amount shown as due on any such certificate within ten (10) 10 days after receipt thereof. (c) The Borrowers agree Borrower agrees, at the request of the Required Lenders, 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 reflect the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replacedin had such monetary union not been implemented.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (i) any Optional Currency currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euroa European common currency, or (ii) any Optional Currency currency and the Euro a European common currency are at the same time recognized by any governmental 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 BorrowersBorrower, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses clause (i) and or (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agreeBorrower agrees, at the request of the AgentRequired Banks, 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 Banks shall reasonably request in order to reflect the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replacedin had such monetary union not been implemented.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency 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 clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agreeBorrower agrees, at the request of the AgentRequired Lenders, 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 reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 settlement borrowing, maintenance and repayment of Loans denominated in Sterling or a European common currency after the occurrence of the Optional Currency it replacedevent 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, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency 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 clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) The Borrowers agreecurrency. Each Borrower agrees, at the request of the AgentRequired Lenders, 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 reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 settlement borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the Optional Currency it replacedevent 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, (i) any Optional Available Foreign Currency ceases to be the lawful currency of the its respective issuing nation issuing the same and is replaced by the Euro, a European single currency or (ii) any Optional Available Foreign Currency and the Euro a European single currency are at the same time recognized by any governmental the central bank or comparable authority of the nation issuing such currency Available Foreign Currency as lawful currency of such nation and the Agent shall so request in a notice delivered to the BorrowersXxxx Europe, then any amount payable hereunder by the Borrowers Agent or the Lenders to Xxxx Europe, or by Xxxx Europe to the Agent or the Lenders, in such Optional Currency currency shall instead be payable in the Euro European single currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European single currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence union as of the event or events described in clauses (i) and (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, continue to be payable only in that Optional Currencydate such payment is due. (b) The Borrowers agreeXxxx Europe agrees, at the request of the Agentany Lender, to compensate the Agent or any Bank such Lender for any reasonable loss, cost, expense or reduction in return that the Agent or such Bank shall reasonably determine shall be incurred or sustained by the Agent such Lender (other than as a result of such Lender's gross negligence or such Bank willful misconduct) as a result of the implementation of the European monetary union and union, that would not have been incurred or sustained but for the transactions provided for hereinherein 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 the Agent or such Bank a Lender (X) setting forth the determination of the amount or amounts necessary to compensate such Lender, (y) describing the Agent nature of the loss or expense sustained or incurred by such Bank Lender as a consequence thereof and (z) setting forth a reasonably detailed explanation of the calculation thereof shall be delivered to the Borrowers through the Agent Xxxx Europe and shall be conclusive absent manifest error so long as such determination is made on a reasonable basiserror. The Borrowers Xxxx Europe shall pay the Agent or to such Bank, as the case may be, Lender the amount shown as due on any such certificate within ten (10) 10 days after receipt thereof. (c) The Borrowers agree 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 any changes to the European monetary union, to use reasonable efforts 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 specify in order to reflect the implementation of such changes, and monetary union to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replacedin had such monetary union not been implemented.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the 100 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 clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) The Borrowers currency. Parent 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 AgentBorrowers, 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 or the Borrowers, as the case may be, shall reasonably request in order to reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 settlement borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the Optional Currency it replacedevent or events described in clause (a) or (b) of the preceding sentence.

European Monetary Union. (a) If, in the reasonable judgment of the Agent, as a result of the implementation of the European monetary unionMonetary Union, (iA) any Optional European Currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euro, or (iiB) any Optional European Currency and the Euro are at the same time recognized by any governmental authority of the nation issuing such currency European Currency as lawful currency of such nation nation, such European Currency shall cease to be a Foreign Currency hereunder and the Agent shall so request in a give prompt notice delivered to the BorrowersCompany and each Lender that, then on the date any amount payable hereunder by the Borrowers Foreign Currency Advance denominated in such Optional 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 Euro and 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 Optional European Currency to the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary unionMonetary Union. Prior to the occurrence of the event or events described in clauses paragraphs (iA) and (iiB) of the preceding sentencefirst sentence of this section, each amount payable hereunder under this Agreement in any Optional European Currency willshall, except as otherwise provided herein, continue to be payable only in such European Currency. The Company affirms and agrees that Optional Currency. (b) The Borrowers agree, at neither the request fixation of the Agent, 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 exchange rate of any changes to the European monetary union, to use reasonable efforts to enter into an agreement amending this Agreement in order to reflect the implementation of such changes, and to place the Banks and the Borrowers in the position with respect to the settlement of payments of Currency against the Euro as they would have been with respect recognized by the European Central Bank for the purpose of implementing European Monetary Union, nor the conversion of any Foreign Currency Advance denominated in any European Currency to a Foreign Currency Advance denominated in the settlement Euro will be (A) a reason for the early termination or 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 Optional Currency it replacedevent or events described in paragraphs (A) and (B) of the first sentence of this section.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (i) any Optional Currency currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euroa European common currency, or (ii) any Optional Currency currency and the Euro a European common currency are at the same time recognized by any governmental 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 BorrowersBorrower, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses clause (i) and or (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agreeBorrower agrees, at the request of the AgentRequired Banks, 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 Banks shall reasonably request in order to reflect the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replaced.in had such monetary union not been implemented. 245

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency 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 clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) The Borrowers agreecurrency. Each Borrower agrees, at the request of the AgentRequired Lenders, 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 reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 settlement borrowing, maintenance and repayment of Loans denominated in any Alternative Currency or a European common currency after the occurrence of the Optional Currency it replacedevent 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, (i) any 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 notice delivered to the BorrowersBorrower, then any amount payable hereunder by the Borrowers Borrower in such Optional Currency shall instead be payable in the Euro and the amount so payable shall be determined by translating the amount payable in such Optional Currency to the Euro at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses (i) and (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, continue to be payable only in that Optional Currency. (b) The Borrowers agreeBorrower agrees, at the request of the Agent, 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 Borrower through the Agent and shall be conclusive absent manifest error so long as such determination is made on a reasonable basis. The Borrowers 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 Borrowers 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 order to reflect the implementation of such changes, and to place the Banks and the Borrowers Borrower in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replaced.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (ia) any Optional Currency 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 notice delivered to the BorrowersEuropean common currency, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency 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 E-1-57 clause (a)), at the election of the obligor. Prior to the occurrence of the event or events described in clauses clause (ia) and or (iib) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agree, at the request of the AgentRequired Lenders, 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 reflect avoid any unfair burden or disadvantage resulting from the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect 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 shall be adopted to govern the settlement borrowing, maintenance and repayment of Loans denominated in currencies other than Dollars after the occurrence of the Optional Currency it replacedevent 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, (i) any Optional Currency ceases to be lawful currency of the nation issuing the same and is replaced by a European single currency (the so-called "Euro, ") or (ii) any Optional Currency and the Euro "Euro" are at the same time recognized by any governmental the central bank or comparable authority of the nation issuing such currency Optional Currency as lawful currency of such nation and the Agent or the Majority Banks shall so request in a notice delivered to the BorrowersBorrower, then any amount payable hereunder by the Borrowers Borrower to the Banks, in such Optional Currency shall instead be payable in the Euro "Euro" and the amount so payable shall be determined by translating the amount payable in such Optional Currency to the Euro "Euro" at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses (i) and (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, continue to be payable only in that Optional Currency. (b) The Borrowers agreeBorrower agrees, at the request of the Agentany Bank, to compensate the Agent or any such Bank for any reasonable 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 (other than through such Bank's gross negligence or willful misconduct) as a result of the implementation of the European monetary union and union, that would not have been incurred or sustained but for the transactions provided for hereinherein 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 the Agent or such a Bank setting forth the determination of (x) the amount or amounts necessary to compensate the Agent or such Bank (y) describing the nature of the loss or expense sustained or incurred by such Bank as a consequence thereof and (z) setting forth a reasonably detailed explanation of the calculation thereof shall be delivered to the Borrowers through the Agent Borrower and shall be conclusive absent manifest error so long as such determination is made on a reasonable basiserror. The Borrowers Borrower shall pay the Agent or such Bank, as the case may be, Bank the amount shown as due on any such certificate within ten (10) 10 days after receipt thereof. (c) The Borrowers agree Borrower agrees, at the request of the Majority Banks, 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 Credit Agreement in such manner as the Majority Banks shall reasonably specify in order to reflect the implementation of such changes, and European monetary union to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replacedin had such European monetary union not been implemented.

European Monetary Union. (a) If, as a result of the implementation of the European monetary unionMonetary Union ("EMU"), (ia) any Optional 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 currency (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 notice delivered to the Borrowers"), then any amount payable hereunder in such replaced Qualified Foreign Currency by the Borrowers Fronting Bank in such Optional Currency respect of a Disbursement shall instead be payable in the Euro Euros and the amount so payable shall be determined by translating the amount payable in such Optional Qualified Foreign Currency to the Euro Euros at the exchange rate recognized by the European Central Bank for the purpose of implementing EMU; and (b) any nation issuing a currency that is a Qualified Foreign Currency also issues or recognizes the European monetary unionEuro through the central bank or other comparable authority of such nation, then so long as such nation issues or recognizes both the Qualified Foreign Currency and the Euro as the national currency, any amounts payable hereunder by the Fronting Bank in respect of a Disbursement in such Qualified Foreign Currency shall be payable either in such Qualified Foreign Currency or the Euro (determined in accordance with the method described in the foregoing clause (a)), as may be requested by the applicable Letter of Credit Beneficiary upon notice delivered to the Fronting Bank. Prior to the occurrence applicability of the event clause (a) or events described in clauses (i) and (iib) of the preceding sentence, each amount payable hereunder in any Optional Qualified Foreign Currency will, except as otherwise provided herein, will continue to be payable only in that Optional such Qualified Foreign Currency. (b) The . Each of the Borrowers agreeand the Fronting Bank agrees, at the request of the Agent, 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 party at the time of of, or at any time following following, the implementation of any changes to the European monetary unionMonetary Union, to use reasonable efforts to enter into good faith negotiations concerning an agreement amending to amend this Agreement in such manner as any such party shall reasonably request in order to reflect the implementation of such changes, European Monetary Union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect in had European Monetary Union not been implemented. Notwithstanding anything to the settlement contrary in Section 11.1, in the event that 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 of such amendment's effective date, shall be deemed to be amended by such amendment without the Optional Currency it replacedrequirement of any further action hereunder by the Lenders or the Required Lenders, as the case may be.

European Monetary Union. (a) If, as a result of the ----------------------- implementation of the European monetary union, (i) any Optional Currency currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euroa European common currency, or (ii) any Optional Currency currency and the Euro a European common currency are at the same time recognized by any governmental 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 BorrowersBorrower, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses clause (i) and or (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currencycurrency. (b) The Borrowers agreeBorrower agrees, at the request of the Agentany Lender, to compensate the Agent or any Bank such Lender 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 Lender 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 a Lender setting forth in reasonable detail the determination of calculation for the amount or amounts necessary to compensate the Agent or such Bank Lender shall be delivered to the Borrowers through the Agent Borrower and shall be conclusive absent manifest error so long as such determination is made on a reasonable basiserror. The Borrowers Borrower shall pay the Agent or such Bank, as the case may be, Lender the amount shown as due on any such certificate within ten (10) days after receipt thereof. (c) The Borrowers agree Borrower agrees, at the request of the Required Lenders, 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 reflect the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replacedin had such monetary union not been implemented.

European Monetary Union. (a) If, as a result of the implementation of the European monetary union, (i) any Optional Currency currency ceases to be lawful currency of the nation issuing the same and is replaced by the Euroa European common currency, or (ii) any Optional Currency currency and the Euro a European common currency are at the same time recognized by any governmental 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 BorrowersBorrower, then any amount payable hereunder by the Borrowers any party hereto in such Optional Currency currency shall instead be payable in the Euro European common currency and the amount so payable shall be determined by translating the amount payable in such Optional Currency currency to the Euro such European common currency at the exchange rate recognized by the European Central Bank for the purpose of implementing the European monetary union. Prior to the occurrence of the event or events described in clauses clause (i) and or (ii) of the preceding sentence, each amount payable hereunder in any Optional Currency will, except as otherwise provided herein, currency will continue to be payable only in that Optional Currency. (b) currency. The Borrowers agreeBorrower agrees, at the request of the AgentRequired Banks, 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 Banks shall reasonably request in order to reflect the implementation of such changes, monetary union and to place the Banks and the Borrowers parties hereto in the position with respect to the settlement of payments of the Euro as they would have been with respect to the settlement of the Optional Currency it replacedin had such monetary union not been implemented."