Common use of PAYMENT TO BE IN PROPER CURRENCY Clause in Contracts

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the Board Resolution relating thereto, to any currencies or currency units shall be of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the Issuer, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies or currency units other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenture. Except as permitted under Section 3.12, if any such tender or recovery is in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such currency for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Issuer, and the Issuer shall remain fully liable for any shortfall or delinquency in the full amount of Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Debt Security, or in the Board Resolution relating thereto, to any currencies or currency units shall be of the essence. Subject to Section 3.12The obligation of the Company or the Guarantor, as the Issuer agreescase may be, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and premium, if any) and interest on any Debt Security or any Coupon (i) shall not be discharged or satisfied by any tender by the IssuerCompany or the Guarantor, as the case may be, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies or currency units other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that than such tender or recovery shall result in the actual receipt, by the payee, of Trustee timely holding the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable then due and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such currency for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany or the Guarantor, as the case may be, and the Issuer Company or the Guarantor, as the case may be, shall remain fully liable for any shortfall or delinquency in the full amount of Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer Company and the Guarantor each hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable. Any costs incurred by or on behalf of the Company or the Guarantor, as the case may be (other than costs incurred by the Trustee that are passed on to the Company as provided above) in correction with the conversion of any Foreign Currency to Dollars pursuant to an election made by a Holder in accordance with Section 301 shall be borne by the Holder making such an election through deduction from payments required to be made to such Holder pursuant to the terms of this Indenture.

PAYMENT TO BE IN PROPER CURRENCY. Each reference In the case of any Security denominated in any Securityparticular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution relating theretoResolution, to any currencies Medium-Term Debt Securities Certificate or currency units shall be supplemental indenture, the obligation of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation Company to make any payment of principal of (and premiumprincipal, if any) and premium or interest on any Security or any Coupon (i) thereon shall not be discharged or satisfied by any tender by the IssuerCompany, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies currency or currency units unit other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of Trustee's timely holding the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable then due and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany, and the Issuer Company shall remain fully be liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payablepayable SECTION 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publication.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the Board Resolution relating thereto, to any currencies or currency units shall be of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and of, premium, if any) , and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the Issuer, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies or currency units other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenture. Except as permitted under Section 3.12, if any such tender or recovery is in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such currency for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Issuer, and the Issuer shall remain fully liable for any shortfall or delinquency in the full amount of Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference In the case of any Security denominated in any Securityparticular currency or currency unit (the "Required Currency"), except as otherwise provided herein, therein or in or pursuant to the related Board Resolution relating theretoor supplemental indenture, to any currencies or currency units shall be the obligation of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation Company to make any payment of principal of (and of, premium, if any) and interest on any Security , or any Coupon (i) interest, if any, thereon shall not be discharged or satisfied by any tender by the IssuerCompany, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies currency or currency units unit other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery recovery, if exchanged for the Required Currency by the Trustee at its election as provided in the next sentence, shall result in the actual receipt, by the payee, of Trustee timely holding the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) then due and payable. Neither the Trustee nor any Paying Agent shall be enforceable as an alternative obligated to make any payment in any currency or additional cause of action for currency unit other than the purpose of recovering in currency or currency unit tendered to, or recovered by, the Required Currency Trustee or such Paying Agent. Notwithstanding the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenture. Except as permitted under Section 3.12foregoing, if any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany, and the Issuer Company shall remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Issuer Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference The following provisions of this Section 1.14 shall apply to the extent permitted by applicable law: In the case of any Security payable in any Securityparticular currency or currency unit (the "Required Currency"), except as otherwise provided herein, therein or in or pursuant to the related Board Resolution relating theretoor supplemental indenture or as contemplated by Section 3.01, to any currencies or currency units shall be the obligation of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation Company to make any payment of principal of (and premiumprincipal, if any) and premium or interest on any Security or any Coupon (i) thereon shall not be discharged or satisfied by any tender by the IssuerCompany, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies currency or currency units unit other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of Trustee timely holding the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable then due and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may may, but shall not be obligated to, take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany, and the Issuer Company shall remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Issuer Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the resolution of the Board Resolution of Directors relating thereto, to any currencies or currency units shall be of the essence. Subject to Except as provided in Section 3.122.13, the obligation of the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the Issuer, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies or currency units other than the currencies or currency units Specified Currency then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is in a currency other than the Required Specified Currency, the Trustee may (but shall not be required to) take such actions as it considers appropriate to exchange such currency for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Issuer, and the Issuer shall remain fully liable for any shortfall or delinquency in the full amount of Required Specified Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, Trustee is less than the full amount of Required Specified Currency then due and payable.. Any costs incurred by or on behalf of the Issuer (other than costs incurred by the Trustee that are passed on to the Issuer as provided above) in connection with the conversion of any Foreign Currency to Dollars pursuant to an election made by a Securityholder in accordance with Section 2.13 shall be borne by the Securityholder making such an election through deduction from payments required to be made to such Securityholder pursuant to the terms of the Security or this Indenture. ARTICLE TWELVE

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the Board Resolution relating thereto, to any currencies or currency units shall be of the essence. Subject to Section 3.123.11, the Issuer agreesCompany and the Guarantor agree, to the fullest extent that it they may effectively do so under applicable law, that its their obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the IssuerCompany or the Guarantor, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) 7.16 or otherwise, ) in any currencies or currency units other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenture. Except as permitted under Section 3.123.11, if any such tender or recovery is in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such currency for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany and the Guarantor, and the Issuer Company and the Guarantor shall remain fully liable for any shortfall or delinquency in the full amount of Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer Company and the Guarantor hereby waives waive any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference In the case of any Security denominated in any Securityparticular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution relating theretoResolution, to any currencies Medium-Term Debt Securities Certificate or currency units shall be supplemental indenture, the obligation of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation Company to make any payment of principal of (and premiumprincipal, if any) and premium or interest on any Security or any Coupon (i) thereon shall not be discharged or satisfied by any tender by the IssuerCompany, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies currency or currency units unit other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of Trustee's timely holding the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable then due and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany, and the Issuer Company shall remain fully be liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payablepayable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publication.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, Other than as provided herein or in the Board Resolution relating theretoSecurity, to any currencies an Officers’ Certificate or currency units shall be a supplemental indenture, the obligation of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation Company to make any payment of principal of (and premium, if any) and interest interest, if any, on any such Security or any Coupon (i) shall not be discharged or satisfied by any tender by the IssuerCompany, or recovery collection by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies currency or currency units unit other than the currencies or currency units then due and payable that in which such Security is denominated (the "Required “Specified Currency"”), except to the extent that the Trustee timely holds for such tender or recovery shall result in the actual receipt, by the payee, of payment the full amount of the Required Specified Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable when due and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery collection is made in a currency other than the Required Specified Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany, and the Issuer Company shall remain fully liable for any shortfall or delinquency in the full amount of Required the Specified Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Issuer hereby Company waives any defense of payment based upon any such tender or recovery collection which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, is less than the full amount of Required the Specified Currency then due and payable. Notwithstanding the foregoing, if a Specified Currency is not available to make any payment of principal of (and premium, if any) and interest, if any, on a Security denominated in other than Dollars due to the imposition of exchange controls or other circumstances beyond the Company’s control, the Company shall be entitled to satisfy its obligation by making such payment in Dollars on the basis of the Market Exchange Rate on the date of such payment, or if such Market Exchange Rate is not then available, on the basis of the most recently available Market Exchange Rate. For any Specified Currency, Market Exchange Rate shall mean the noon buying rate in New York, New York for cable transfers of such Specified Currency as certified for customs purposes by the Federal Reserve Bank of New York.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the resolution of the Board Resolution of Directors, Officer’s Certificate or supplemental indenture relating thereto, to any currencies or currency units shall be of the essence. Subject to Except as provided in Section 3.122.13, the obligation of the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the Issuer, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies or currency units other than the currencies or currency units Specified Currency then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is in a currency other than the Required Specified Currency, the Trustee may (but shall not be required to) take such actions as it considers appropriate to exchange such currency for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Issuer, and the Issuer shall remain fully liable for any shortfall or delinquency in the full amount of Required Specified Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, Trustee is less than the full amount of Required Specified Currency then due and payable. Any costs incurred by or on behalf of the Issuer (other than costs incurred by the Trustee that are passed on to the Issuer as provided above) in connection with the conversion of any Foreign Currency to Dollars pursuant to an election made by a Holder in accordance with Section 2.13 shall be borne by the Holder making such an election through deduction from payments required to be made to such Holder pursuant to the terms of the Security or this Indenture.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the Board Resolution relating thereto, to any currencies or currency units shall be of the essence. Subject to Section 3.123.11, the Issuer Company agrees, to the fullest extent that it they may effectively do so under applicable law, that its their obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the IssuerCompany, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) 7.16 or otherwise, ) in any currencies or currency units other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenture. Except as permitted under Section 3.123.11, if any such tender or recovery is in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such currency for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the IssuerCompany, and the Issuer Company shall remain fully liable for any shortfall or delinquency in the full amount of Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the Board Resolution relating thereto, to any currencies or currency units shall be of the essence. Subject to Section 3.12, the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the Issuer, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.137.13) or otherwise, in any currencies or currency units other than the currencies or currency units then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenture. Except as permitted under Section 3.12, if any such tender or recovery is in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such currency for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Issuer, and the Issuer shall remain fully liable for any shortfall or delinquency in the full amount of Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of Required Currency then due and payable.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the resolution of the Board Resolution of Directors, Officer’s Certificate or supplemental indenture relating thereto, to any currencies or currency units shall be of the essence. Subject to Except as provided in Section 3.122.13, the obligation of the Issuer agrees, to the fullest extent that it may effectively do so under applicable law, that its obligation to make any payment of principal of (and premium, if any) and interest on any Security or any Coupon (i) shall not be discharged or satisfied by any tender by the Issuer, or recovery by the Trustee, either pursuant to any judgment (whether or not entered into in accordance with Section 6.13) or otherwise, in any currencies or currency units other than the currencies or currency units Specified Currency then due and payable (the "Required Currency"), except to the extent that such tender or recovery shall result in the actual receipt, by the payee, of the full amount of the Required Currency expressed to be payable in respect of such payments, (ii) shall be enforceable as an alternative or additional cause of action for the purpose of recovering in the Required Currency the amount, if any, by which such actual receipt shall fall short of the full amount of the Required Currency so expressed to be payable and (iii) shall not be affected by judgment being obtained for any other sum due under this Indenturepayable. Except as permitted under Section 3.12, if If any such tender or recovery is in a currency other than the Required Specified Currency, the Trustee may (but shall not be required to) take such actions as it considers appropriate to exchange such currency for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Issuer, and the Issuer shall remain fully liable for any shortfall or delinquency in the full amount of Required Specified Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, Trustee is less than the full amount of Required Specified Currency then due and payable. Any costs incurred by or on behalf of the Issuer (other than costs incurred by the Trustee that are passed on to the Issuer as provided above) in connection with the conversion of any Foreign Currency to Dollars pursuant to an election made by a holder in accordance with Section 2.13 shall be borne by the holder making such an election through deduction from payments required to be made to such holder pursuant to the terms of the Security or this Indenture.