Common use of Indemnity/Currency Indemnity Clause in Contracts

Indemnity/Currency Indemnity. (a) Each Loan Party shall indemnify Agent, each Lender and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever (including, without limitation, fees and disbursements of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out of the gross (not mere) negligence or willful misconduct of such Indemnitee as determined pursuant to a final, non-appealable order of a court of competent jurisdiction. Upon learning of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.04) then, to the extent permitted by law, conversion shall be made at the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.04) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.04) originally due to it, Borrower shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including reasonable and documented attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counselany of the transactions contemplated by this Agreement or any other Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any action or inaction taken by the issuer of any Letter of Credit, Agent, or any Lender) arising from (and for this purpose any action, litigation, proceeding, dispute or investigation which charges to Agent and/or any Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be imposed on, incurred bycharged to the Loan Account), or asserted against any other matter, including any breach of any covenant or representation or warranty relating to any environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect relating to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(c)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(c), on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify AgentLender, each Lender and each any Participant, any of their respective officerssuccessors and assigns, any of their respective Affiliates, or any of their respective directors, Affiliatesofficers, employees, representatives and attorneys or agents (each, an the “IndemniteeReleased Parties”) and hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of all of the Obligations. This Section 6.2 shall not apply with respect to Taxes other than any matter described above for which any Indemnitee may want to seek indemnity Taxes that represent losses, claims, damages, etc. arising from any Loan Party, such Indemnitee shall promptly notify each Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lendernon-Tax claim. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by applicable law, conversion shall be made at the exchange rate reasonably selected by Agent Xxxxxx on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by applicable law, on the date of receipt by AgentXxxxxx, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by applicable law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including reasonable and documented out-of-pocket attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of all of the Obligations. This Section 6.2(a) shall not apply with respect to Taxes other than any matter described above for which any Indemnitee may want to seek indemnity Taxes that represent losses, claims, damages, etc. arising from any Loan Party, such Indemnitee shall promptly notify each Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lendernon-Tax claim. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by AgentXxxxxx, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(d)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(d)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any actionof the transactions contemplated by this Agreement or any other Loan Documents or any of the Obligations, litigationany Collateral relating thereto, proceeding, dispute any drafts thereunder and any errors or investigation which may be imposed on, incurred byomissions relating thereto , or asserted against any other matter, including any breach of any covenant or representation or warranty relating to any environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect relating to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated by, breach of any covenant or referred representation or warranty relating to in, any environmental and health and safety laws or an environmental release by any matter related to, this Agreement Loan Party (except any such amounts sustained or incurred solely as the Other Documents, whether or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of all of the Obligations. This Section 6.3 shall not apply with respect to Taxes other than any matter described above for which any Indemnitee may want to seek indemnity Taxes that represent losses, claims, damages, etc., arising from any Loan Party, such Indemnitee shall promptly notify each Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lendernon-Tax claim. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall indemnify Agent, each Issuer, each Lender and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever (including, without limitation, fees and disbursements of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent Agent, such Issuer or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent Agent, any Issuer or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out of the gross (not mere) negligence or willful misconduct of such Indemnitee as determined pursuant to a final, non-appealable order of a court of competent jurisdiction. Upon learning of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.042.6) then, to the extent permitted by law, conversion shall be made at the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 2.6 on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower Borrowers shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.6) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.6) originally due to it, Borrower Borrowers shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall Obligor hereby agrees to indemnify Agent, each Lender Released Party and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold it harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which such Released Party may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute of the transactions contemplated by this Agreement or investigation which may be imposed on, incurred byany other Loan Documents or any of the Obligations, or asserted against any other matter, including any breach of any covenant or representation or warranty relating to any environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect relating to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Party, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(c)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(c), on the Business Day on which the payment was received by the AgentAgent or Lenders). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent or Lenders of the amount due, Borrower each Loan Party Obligor shall to the extent permitted by law, on the date of receipt by AgentAgent or such Lenders, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent or such Lenders on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent or Lenders in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent is or such Lenders are so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party Obligor shall to the extent permitted by law jointly and severally indemnify and save Agent and or such Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(c)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(c), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall Obligor hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(c)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(c), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party Obligor shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party Obligor shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall indemnify Agent, each Issuer, each Lender and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever (including, without limitation, fees and disbursements of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent Agent, such Issuer or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent Agent, any Issuer or any Lender is a party thereto; except, except that that, no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out of the gross (not mere) negligence or willful misconduct of such Indemnitee 156 as determined pursuant to a final, non-appealable order of a court of competent jurisdiction. Upon learning of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Administrative Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.042.5) then, to the extent permitted by law, conversion shall be made at the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 2.5 on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower Borrowers shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.5) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.5) originally due to it, Borrower Borrowers shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall indemnify Agent, each Issuer, each Lender and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever (including, without limitation, fees and disbursements of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent Agent, such Issuer or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent Agent, any Issuer or any Lender is a party thereto; except, except that that, no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out of the gross (not mere) negligence or willful misconduct of such Indemnitee as determined pursuant to a final, non-appealable order of a court of competent jurisdiction. Upon learning of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party Administrative Borrower of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.042.17) then, to the extent permitted by law, conversion shall be made at the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 2.17 on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower Borrowers shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.17) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.17) originally due to it, Borrower Borrowers shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany Environmental Law or an Environmental Release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall indemnify Agent, each Issuer, each Lender and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever (including, without limitation, fees and disbursements of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent Agent, such Issuer or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent Agent, any Issuer or any Lender is a party thereto; except, except that that, no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out of the gross (not mere) negligence or willful misconduct of such Indemnitee as determined pursuant to a final, non-appealable order of a court of competent jurisdiction. Upon learning of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Administrative Loan Party of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.042.5) then, to the extent permitted by law, conversion shall be made at the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 2.5 on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower Borrowers shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.5) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.5) originally due to it, Borrower Borrowers shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Xxxxxx on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the AgentXxxxxx). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by AgentXxxxxx, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall Obligor hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect to Loan Documents or any aspect ofof the Obligations, including any Collateral relating thereto, or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(b)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(b), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party Obligor shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(b)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(b)) originally due to it, Borrower each Loan Party Obligor shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including reasonable and documented attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning of Notwithstanding any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party of such matter; provided, that, the failure to do so shall not provision in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.04) then, to the extent permitted by lawcontrary, conversion this Section 6.2 shall be made at remain operative even after the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 on the Business Day on which Termination Date and shall survive the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date full of receipt by the Agent all of the amount due, Borrower shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.04) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.04) originally due to it, Borrower shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiencyObligations.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including reasonable and documented attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect to any aspect of, Loan Documents or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out Obligations, including any breach of any covenant or representation or warranty relating to any environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any Loan Party or the Obligations (except any such amounts sustained or incurred solely as the result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Xxxxxx on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the AgentXxxxxx). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by AgentXxxxxx, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall Obligor hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including reasonable attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.3 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(c)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(c), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party Obligor shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party Obligor shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall indemnify Agent, each Issuer, each Lender and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever (including, without limitation, fees and disbursements of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent Agent, such Issuer or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement or the Other Documents, whether or not Agent Agent, any Issuer or any Lender is a party thereto; except, except that that, no Indemnitee shall be entitled to indemnification hereunder to the extent that any of the foregoing arises out of the gross (not mere) negligence or willful misconduct of such Indemnitee as determined pursuant to a final, non-appealable order of a court of competent jurisdiction. Upon learning of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party Administrative Borrower of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a Lender. (b) If for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due for the purposes of Section 2.042.5) then, to the extent permitted by law, conversion shall be made at the exchange rate selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 2.5 on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower Borrowers shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.5) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.042.5) originally due to it, Borrower Borrowers shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall Obligor hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including reasonable attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counsel) arising from any action, litigation, proceeding, dispute or investigation which may be imposed on, incurred by, or asserted against Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted of the transactions contemplated by any Governmental Body this Agreement or any other Person with respect Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any aspect ofaction or inaction taken by the issuer of any Letter of Credit or Lender) (and for this purpose any charges to Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be charged to the Loan Account), or any transaction contemplated byother matter, including any breach of any covenant or referred representation or warranty relating to inany environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Lender relating to any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction. Upon learning ), provided that such indemnity under this Section 6.3(a) shall not be available to any Released Party to the extent that such claims, debts, liabilities, losses, demands, obligations, actions, causes of action, fines, penalties, costs or related expenses (including attorneys’ fees and consultants’ fees) (i) are determined by a court of competent jurisdiction to have resulted from the gross negligence or willful misconduct of such Released Party or (ii) result from a claim brought by Borrower against any matter described above Released Party for which any Indemnitee may want to seek indemnity from breach of such Released Party's obligations under any Loan PartyDocument. Notwithstanding any provision in this Agreement to the contrary, such Indemnitee this Section 6.3 shall promptly notify each Loan Party remain operative even after the Termination Date and shall survive the payment in full of such matter; provided, that, all of the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(c)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent Lender on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(c), on the Business Day on which the payment was received by the AgentLender). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent Lender of the amount due, Borrower each Loan Party Obligor shall to the extent permitted by law, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent Lender is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party Obligor shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders Lender harmless from and against loss or damage arising as a result of such deficiency.

Indemnity/Currency Indemnity. (a) Each Loan Party shall hereby agrees to indemnify Agent, each Lender the Released Parties and each of their respective officers, directors, Affiliates, employees, representatives and agents (each, an “Indemnitee”) hold them harmless from and against any and all claims, debts, liabilities, losses, demands, obligations, lossesactions, damagescauses of action, fines, penalties, actionscosts and expenses (including attorneys’ fees and consultants’ fees), judgmentsof every nature, suits, costs, expenses character and disbursements of any kind or nature whatsoever description (including, without limitation, fees natural resources damages, property damage and disbursements claims for personal injury), which the Released Parties may sustain or incur based upon or arising out of counselany of the transactions contemplated by this Agreement or any other Loan Documents or any of the Obligations, including any transactions or occurrences relating to the issuance of any Letter of Credit, any Collateral relating thereto, any drafts thereunder and any errors or omissions relating thereto (including, without limitation, any loss or claim due to any action or inaction taken by the issuer of any Letter of Credit, Agent or any Lender) arising from (and for this purpose any action, litigation, proceeding, dispute or investigation which charges to Agent and/or any Lender by any issuer of Letters of Credit shall be conclusive as to their appropriateness and may be imposed on, incurred bycharged to the Loan Account), or asserted against any other matter, including any breach of any covenant or representation or warranty relating to any environmental and health and safety laws or an environmental release, cause or thing whatsoever occurred, done, omitted or suffered to be done by Agent or any Lender in any litigation, proceeding, dispute or investigation instituted or conducted by any Governmental Body or any other Person with respect relating to any aspect of, or any transaction contemplated by, or referred to in, or any matter related to, this Agreement Loan Party or the Other Documents, whether Obligations (except any such amounts sustained or not Agent or any Lender is a party thereto, except that no Indemnitee shall be entitled to indemnification hereunder to incurred solely as the extent that any of the foregoing arises out result of the gross (not mere) negligence or willful misconduct of such Indemnitee Released Parties, as finally determined pursuant to a final, non-appealable order of by a court of competent jurisdiction). Upon learning Notwithstanding any provision in this Agreement to the contrary, this Section 6.2 shall remain operative even after the Termination Date and shall survive the payment in full of any matter described above for which any Indemnitee may want to seek indemnity from any Loan Party, such Indemnitee shall promptly notify each Loan Party all of such matter; provided, that, the failure to do so shall not in any manner limit, impair or affect the Loan Parties’ indemnification obligations hereunder. Nothing contained herein or in any Other Document shall prohibit any Loan Party from seeking contribution or indemnity from any Person other than Agent or a LenderObligations. (b) If If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any Other Loan Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any Other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (including any Currency Due or for the purposes of Section 2.04) 1.7(d)), then, to the extent permitted by law, conversion shall be made at the exchange rate reasonably selected by Agent on the Business Day before the day on which judgment is given (or for the purposes of Section 2.04 1.7(d), on the Business Day on which the payment was received by the Agent). In the event that there is a change in such exchange rate between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Borrower each Loan Party shall to the extent permitted by law, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which (when converted at such exchange rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such Other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) which the Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.041.7(c)) originally due to it, Borrower each Loan Party shall to the extent permitted by law jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency.