Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that in which such sum is denominated in accordance with the applicable provisions of this Guaranty (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary of any sum adjudged to be so due in the Judgment Currency, such Beneficiary may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary from the Guarantor in the Obligations Currency, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary in such currency, such Beneficiary agrees to return the amount of any excess to the Guarantor.
Appears in 9 contracts
Samples: Credit Agreement (Thermo Fisher Scientific Inc.), Credit Agreement (Thermo Fisher Scientific Inc.), Term Loan Agreement (Thermo Fisher Scientific Inc.)
Foreign Currency. IfIf the Agent or any Lender so notifies the Guarantors in writing, for at the purposes of obtaining judgment in any courtAgent’s or such Lender’s sole and absolute discretion, it is necessary to convert a sum due payments under this Guaranty in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation U.S. Dollar equivalent of the Guarantor in respect Guaranteed Obligations or any portion thereof, determined as of the date payment is made. If any such sum due from it claim arising under or related to any Beneficiary under this Guaranty shall, notwithstanding any is reduced to judgment denominated in a currency (the “Judgment Currency”) other than that the currencies in which such sum is the Guaranteed Obligations are denominated in accordance with or the applicable provisions of this Guaranty currencies payable hereunder (collectively the “Obligations Currency”), the judgment shall be discharged only to for the extent that on the Business Day following receipt by any such Beneficiary of any sum adjudged to be so due equivalent in the Judgment CurrencyCurrency of the amount of the claim denominated in the Obligations Currency included in the judgment, such Beneficiary may determined as of the date of judgment. The equivalent of any Obligations Currency amount in accordance with normal banking procedures any Judgment Currency shall be calculated at the spot rate for the purchase of the Obligations Currency with the Judgment Currency. If Currency quoted by the amount Agent or such Lender’s in the place of the Obligations Currency so purchased Agent’s or such Lender’s choice at or about 8:00 a.m. on the date for determination specified above. Each Guarantor shall indemnify the Agent and each Lender and hold the Agent and each Lender harmless from and against all loss or damage resulting from any change in exchange rates between the date any claim is less than reduced to judgment and the sum originally due to such Beneficiary from the date of payment thereof by a Guarantor in the Obligations Currency, the Guarantor agrees, as a separate obligation and notwithstanding or any such judgment, to indemnify such Beneficiary to whom such obligation was owing against such loss. If the amount failure of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary in such currency, such Beneficiary agrees to return the amount of any excess such judgment to the Guarantorbe calculated as provided in this paragraph.
Appears in 5 contracts
Samples: Continuing Guaranty (Gas Natural Inc.), Continuing Guaranty (Gas Natural Inc.), Continuing Guaranty (Gas Natural Inc.)
Foreign Currency. IfThe specification of payment in a specific currency at a specific place and time pursuant to the Credit Agreement, for any Note or any other Loan Document is essential. That currency or those currencies are also the purposes currency of obtaining judgment in any court, it is necessary to convert a sum due account and payment under this Guaranty Guaranty. If any Subsidiary Guarantor is unable for any reason to effect payment of a specific currency (other than United States currency) as required by the preceding sentence or if any Subsidiary Guarantor defaults in one the payment when due of any payment of a specific currency into another (other than United States currency) under this Guaranty, the Administrative Agent may, at its option, require such payment to be made to the Administrative Agent's principal office in the Dollar Equivalent and the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Administrative Agent could purchase the first specified currency with such other currency at the Administrative Agent's Office on the Business Day preceding that on which final final, non-appealable, judgment is given. The obligation obligations of the Guarantor Guarantors in respect of any such sum due from it to any Beneficiary under this Guaranty Lender, the Swing line Lender, the L/C Issuer or the Administrative Agent hereunder shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that in which such sum is denominated in accordance with the applicable provisions of this Guaranty (the “Obligations Currency”)specified currency, be discharged only to the extent that on the Business Day following receipt by any such Beneficiary Lender, the Swing line Lender, the L/C Issuer or the Administrative Agent (as the case may be) of any sum adjudged to be so due in such other currency such Lender, the Judgment CurrencySwing line Lender, such Beneficiary the L/C Issuer or the Administrative Agent (as the case may be) may in accordance with normal normal, reasonable banking procedures purchase the Obligations Currency specified currency with the Judgment Currencysuch other currency. If the amount of the Obligations Currency specified currency so purchased is less than the sum originally due to such Beneficiary from Lender, the Guarantor Swing line Lender, the L/C Issuer or the Administrative Agent (as the case may be) in the Obligations Currencyspecified currency, the each Guarantor agrees, to the fullest extent that it may effectively do so, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing Lender, the Swing line Lender, the L/C Issuer or the Administrative Agent, as the case may be, against such loss. If In the event that any payment, whether pursuant to a judgment or otherwise, does not result in payment of the amount of the Obligations Currency so purchased is greater than the sum originally currency due to such Beneficiary in such currencyunder this Guaranty, such Beneficiary agrees to return the amount of any excess upon conversion to the Guarantorcurrency of account and transfer to the place specified for payment, the Administrative Agent and the Lenders have an independent cause of action against the Subsidiary Guarantors for the deficiency.
Appears in 3 contracts
Samples: Credit Agreement (Core Laboratories N V), Credit Agreement (Core Laboratories N V), Credit Agreement (Core Laboratories N V)
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty hereunder in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Administrative Agent could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty the Administrative Agent or the Lenders hereunder shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that the currencies in which such sum is the Obligations are denominated in accordance with or the applicable provisions of this Guaranty currencies payable hereunder (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary the Administrative Agent of any sum adjudged to be so due in the Judgment Currency, such Beneficiary the Administrative Agent may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary the Administrative Agent from the Guarantor in the Obligations Currency, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary the Administrative Agent or the Person to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary the Administrative Agent in such currency, such Beneficiary the Administrative Agent agrees to return the amount of any excess to the GuarantorGuarantor (or to any other Person who may be entitled thereto under applicable law).
Appears in 2 contracts
Samples: Revolving Credit Agreement (Hasbro Inc), Revolving Credit Agreement (Hasbro Inc)
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty hereunder in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Administrative Agent could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty the Administrative Agent or the Lenders hereunder shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that the currencies in which such sum is the Hasbro SA Obligations are denominated in accordance with or the applicable provisions of this Guaranty currencies payable hereunder (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary the Administrative Agent of any sum adjudged to be so due in the Judgment Currency, such Beneficiary the Administrative Agent may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary the Administrative Agent from the Guarantor in the Obligations Currency, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary the Administrative Agent or the Person to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary the Administrative Agent in such currency, such Beneficiary the Administrative Agent agrees to return the amount of any excess to the GuarantorGuarantor (or to any other Person who may be entitled thereto under applicable law).
Appears in 2 contracts
Samples: Revolving Credit Agreement (Hasbro Inc), Revolving Credit Agreement (Hasbro Inc)
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty hereunder or any other Loan Document in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Funding Agent under the Global Credit Agreement could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty the Guaranteed Credit Parties hereunder shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that in which such sum Guaranteed Obligation is denominated in accordance with the applicable provisions of this Guaranty (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary Funding Agent of any sum adjudged to be so due in the Judgment Currency, such Beneficiary Funding Agent may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to from Guarantor on such Beneficiary from the Guarantor in the Obligations CurrencyGuaranteed Obligation, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing and hold the Guaranteed Credit Parties harmless against such loss. If Global Administrative Agent so notifies Guarantor in writing, at Global Administrative Agent’s sole and absolute discretion, payments under this Guaranty Agreement shall be the Dollar Equivalent amount of the Guaranteed Obligations Currency so purchased or any portion thereof, determined as of the date payment is greater than the sum originally due to such Beneficiary in such currency, such Beneficiary agrees to return the amount of any excess to the Guarantormade.
Appears in 2 contracts
Samples: Global Senior Credit Agreement (Prologis), Global Senior Credit Agreement (Prologis)
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the each Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that in which such sum is denominated in accordance with the applicable provisions of this Guaranty (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary of any sum adjudged to be so due in the Judgment Currency, such Beneficiary may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary from the any Guarantor in the Obligations Currency, the each such Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary in such currency, such Beneficiary agrees to return the amount of any excess to the each such Guarantor.
Appears in 2 contracts
Samples: Credit Agreement (Thermo Fisher Scientific Inc.), Revolving Credit Agreement (Thermo Fisher Scientific Inc.)
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty hereunder in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Administrative Agent could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty the Administrative Agent or the Lenders hereunder shall, notwithstanding any judgment in a currency (the “"Judgment Currency”") other than that the currencies in which such sum is the Obligations are denominated in accordance with or the applicable provisions of this Guaranty currencies payable hereunder (the “"Obligations Currency”"), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary the Administrative Agent of any sum adjudged to be so due in the Judgment Currency, such Beneficiary the Administrative Agent may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary the Administrative Agent from the Guarantor in the Obligations Currency, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary the Administrative Agent or the Person to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary the Administrative Agent in such currency, such Beneficiary the Administrative Agent agrees to return the amount of any excess to the GuarantorGuarantor (or to any other Person who may be entitled thereto under applicable law).
Appears in 1 contract
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty hereunder or any other Loan Document in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Funding Agent under the Global Credit Agreement could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the each Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty the Guaranteed Credit Parties hereunder shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that in which such sum Guaranteed Obligation is denominated in accordance with the applicable provisions of this Guaranty (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary Funding Agent of any sum adjudged to be so due in the Judgment Currency, such Beneficiary Funding Agent may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to from such Beneficiary from the Guarantor in the Obligations Currencyon such Guaranteed Obligation, the such Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing and hold the Guaranteed Credit Parties harmless against such loss. If the amount of the Obligations Currency Global Administrative Agent so purchased is greater than the sum originally due to such Beneficiary notifies Guarantors in such currencywriting, such Beneficiary agrees to return the amount of any excess to the Guarantor.at Global Administrative Agent’s sole and absolute discretion,
Appears in 1 contract
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the each Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than that in which such sum is denominated in accordance with the applicable provisions of this Guaranty (the “Obligations Currency”), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary of any sum adjudged to be so due in the Judgment Currency, such Beneficiary may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary from the any Guarantor in the Obligations Currency, the each such Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary in such currency, such Beneficiary agrees to return the amount of any excess to the each such Guarantor.. Form of Subsidiary Guaranty
Appears in 1 contract
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty in one currency into another currency, the rate of exchange used Guarantor shall be that at which in accordance with normal banking procedures the applicable Beneficiary could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it make payment relative to any Beneficiary under this Guaranty shall, notwithstanding Guaranteed Recourse Obligations of Borrower in the currency (the “Original Currency”) in which the Borrower is required to pay such Guaranteed Recourse Obligations of Borrower. If Guarantor makes payment relative to any judgment Guaranteed Recourse Obligations of Borrower in a currency (the “Judgment Other Currency”) other than that in which such sum is denominated in accordance with the applicable provisions Original Currency (whether voluntarily or pursuant to an order or judgment of this Guaranty (the “Obligations Currency”a court or tribunal of any jurisdiction), be discharged such payment shall constitute a discharge of the Guaranteed Recourse Obligations of Borrower only to the extent that of the amount of the Original Currency which the Lender is able to purchase at New York, New York with the amount it receives on the Business Day following receipt by any such Beneficiary date of any sum adjudged to be so due in the Judgment Currency, such Beneficiary may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currencyreceipt. If the amount of the Obligations Original Currency so purchased which the Lender is able to purchase is less than the sum amount of such currency originally due to such Beneficiary from it in respect of the Guarantor in the relevant Guaranteed Recourse Obligations Currencyof Borrower, the Guarantor agrees, shall indemnify and save the Lender harmless from and against any loss or damage arising as a result of such deficiency. This indemnity constitutes an obligation separate obligation and independent from the other obligations contained in this Guaranty, gives rise to a separate and independent cause of action, applies irrespective of any indulgence granted by the Lender and continues in full force and effect notwithstanding any such judgment, to indemnify such Beneficiary to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary judgment or order in such currency, such Beneficiary agrees to return the amount respect of any excess to the Guarantoramount due hereunder or under any judgment or order.
Appears in 1 contract
Samples: Limited Recourse Guaranty (Strategic Storage Trust II, Inc.)
Foreign Currency. If, for the purposes of obtaining judgment in any court, it is necessary to convert a sum due under this Guaranty hereunder in one currency into another currency, the rate of exchange used shall be that at which in accordance with normal banking procedures the applicable Beneficiary Administrative Agent could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of the Guarantor in respect of any such sum due from it to any Beneficiary under this Guaranty the Administrative Agent or the Lenders hereunder shall, notwithstanding any judgment in a currency (the “"Judgment Currency”") other than that the currencies in which such sum is the Hasbro SA Obligations are denominated in accordance with or the applicable provisions of this Guaranty currencies payable hereunder (the “"Obligations Currency”"), be discharged only to the extent that on the Business Day following receipt by any such Beneficiary the Administrative Agent of any sum adjudged to be so due in the Judgment Currency, such Beneficiary the Administrative Agent may in accordance with normal banking procedures purchase the Obligations Currency with the Judgment Currency. If the amount of the Obligations Currency so purchased is less than the sum originally due to such Beneficiary the Administrative Agent from the Guarantor in the Obligations Currency, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify such Beneficiary the Administrative Agent or the Person to whom such obligation was owing against such loss. If the amount of the Obligations Currency so purchased is greater than the sum originally due to such Beneficiary the Administrative Agent in such currency, such Beneficiary the Administrative Agent agrees to return the amount of any excess to the GuarantorGuarantor (or to any other Person who may be entitled thereto under applicable law).
Appears in 1 contract