Common use of Currency Indemnity Clause in Contracts

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgement, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 10 contracts

Samples: Second Amending Agreement, Third Amending Agreement, Third Amending Agreement

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Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of If any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Note Trustee or the amount relevant Noteholders under this Deed or the relevant Notes or any order or judgment given or made in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed relation thereto has to be due converted from the currency (the "FIRST CURRENCY") in which the same is payable into another currency (the "SECOND CURRENCY") for the purpose of (a) making or filing a claim or proof against the Issuer, (b) obtaining an order or judgment in any court or other tribunal or (c) enforcing any order or judgment given or made in relation to any Holder of a Covered Bond this Deed or Coupon in respect of such Covered Bond or Coupon the relevant Notes then the Issuer shall indemnify such Holder the Note Trustee and the Noteholders and keep them indemnified against any loss sustained or damage, costs or expenses incurred by such Holder any of them arising as a resultresult of any discrepancy between (i) the rate of exchange used for such purpose to convert the sum in question from the first currency into the second currency and (ii) the rate or rates of exchange at which the Note Trustee and the Noteholders, as the case may be, may in the ordinary course of business purchase the first currency with the second currency upon receipt of the sum paid to it or them, as the case may be, in satisfaction, in whole or in part of any such obligation, order, judgment, claim or proof. In any event, The above indemnities shall constitute obligations of the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from its obligations under the Issuer’s other obligations, shall give rise to a separate Notes and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond the Note Trustee or Coupon the Noteholders from time to time and shall continue in full force and effect despite notwithstanding the judgment or filing of any judgementproof or proofs in any bankruptcy, order, claim insolvency or proof liquidation of the Issuer for a liquidated amount sum or sums in respect of any sum amounts due in respect of under this Deed (other than this Clause) or the Covered Bonds or any judgement or orderNotes. Any such loss discrepancy as aforesaid shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon Note Trustee and the Noteholders and no proof or evidence of any actual loss will shall be required by the IssuerIssuer or its liquidator.

Appears in 9 contracts

Samples: Gracechurch Receivables Trustee LTD, Gracechurch Receivables Trustee LTD, Gracechurch Receivables Trustee LTD

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency currency in which payment of the Securities is due (the “Required Currency”) (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the insolvency, administration, winding-up or dissolution of the Company or the Guarantor or otherwise) by the Trustee or any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer Company or the Guarantor, as applicable, shall only constitute a discharge to the Issuer Company or the Guarantor, as applicable, to the extent of the Required Currency amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that the Required Currency amount received or recovered by the Trustee or a Holder is less than the Required Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Security, the Company or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantor, as applicable, shall indemnify such Holder it against any resulting loss sustained by such Holder as a resultthe recipient. In any event, the Issuer Company, failing whom, the Guarantor, shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Section 11.19, it shall be sufficient for the Trustee or a Holder to demonstrate that it would have suffered a loss had an actual purchase which is reasonably incurredbeen made. These indemnities constitute a separate and independent obligation from the IssuerCompany’s and the Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Security or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 9 contracts

Samples: Credit Suisse Group Funding (Guernsey) LTD, Credit Suisse Group Funding (Guernsey) LTD, Credit Suisse Group Funding (Guernsey) LTD

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect ) any amount due under this Agreement or under any of the Covered Bonds, including damages. Any amount received or recovered other Financing Agreements in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a result ofchange in the rate of Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Borrowers will, 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Agent on such date is the amount in the Contractual Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such Holder other of the Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, Borrowers shall indemnify and save Agent harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. The indemnity contained herein shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Financing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or any sum due in respect of the Covered Bonds other Financing Agreements or under any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 9 contracts

Samples: Loan and Security Agreement (Handy & Harman Ltd.), Loan and Security Agreement (Officemax Inc), Loan and Security Agreement (Handy & Harman Ltd.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer and the Guarantors under or in respect of connection with the Covered BondsNotes and Note Guarantees thereof is U.S. dollars, including damages. Any amount received or recovered in a currency other than the Contractual Currency (U.S. dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding- up or otherwise) dissolution of the Issuer, any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or a Guarantor will only constitute a discharge to the Issuer or such Guarantor, as applicable, to the extent of the amount in U.S. dollar, as the Contractual Currency case may be, which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to the recipient or the Trustee under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall and the Guarantors will indemnify such Holder them against any loss sustained by such Holder recipient or the Trustee as a result. In any event, the Issuer shall and the Guarantors will indemnify each such Holder the recipient or the Trustee on a joint or several basis against any the cost of making any such purchase which is purchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder of a Note or the Trustee to certify in a manner reasonably incurredsatisfactory to the Issuer (indicating the sources of information used) the loss it Incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and the Guarantors’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note, any Note Guarantee or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 8 contracts

Samples: Supplemental Indenture (Altice USA, Inc.), Supplemental Indenture (Altice USA, Inc.), Supplemental Indenture (Altice USA, Inc.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer and the Guarantors under or in respect of connection with the Covered BondsNotes and the Note Guarantees thereof is dollars, including damages. Any amount received or recovered in a currency other than the Contractual Currency (dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer, any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or a Guarantor will only constitute a discharge to the Issuer or such Guarantor, as applicable, to the extent of the amount in dollars amount, which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that dollar amount is less than the dollar amount in the Contractual Currency expressed to be due to the recipient or the Trustee under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall and the Guarantors will indemnify such Holder them against any loss sustained by such Holder recipient or the Trustee as a result. In any event, the Issuer shall and the Guarantors will indemnify each such Holder the recipient or the Trustee on a joint or several basis against any the cost of making any such purchase which is purchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder or the Trustee to certify in a manner reasonably incurredsatisfactory to the Issuer (indicating the sources of information used) the loss it Incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and the Guarantors’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder or the Trustee (other than a waiver of a Covered Bond or Coupon the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note, any Note Guarantee or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 6 contracts

Samples: Supplemental Indenture (Altice USA, Inc.), Supplemental Indenture (Altice USA, Inc.), Supplemental Indenture (Altice USA, Inc.)

Currency Indemnity. The currency Any payment on account of an amount that is payable in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms euros (the “Contractual Required Currency”), which is made to or for the sole account of any Holder of the Notes or the Trustee in lawful currency of account and payment for all sums payable by any other jurisdiction (the Issuer in respect of the Covered Bonds“Judgment Currency”), including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, of any judgment or order or the enforcement thereof or the liquidation of the enforcement ofIssuer or a Guarantor, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to of the Issuer or the Guarantor’s obligation under this Indenture and the Notes or Note Guarantee, as the case may be, only to the extent of the amount in of the Contractual Required Currency which such Holder is able to holder or the Trustee, as the case may be, could purchase in the London foreign exchange markets with the amount so received or recovered of the Judgment Currency in that other currency on accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)Business Day following receipt of the payment in the Judgment Currency. If the amount of the Required Currency that amount could be so purchased is less than the amount in of the Contractual Required Currency expressed to be originally due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder or the Trustee, as a result. In any eventthe case may be, the Issuer shall indemnify each and hold harmless the Holder or the Trustee, as the case may be, from and against all loss or damage arising out of, or as a result of, such Holder against any cost of making such purchase which is reasonably incurreddeficiency. These indemnities This indemnity shall constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture or the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due hereunder or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 5 contracts

Samples: Indenture (Fresenius Medical Care AG & Co. KGaA), Indenture (Fresenius Medical Care AG & Co. KGaA), Fresenius Medical Care AG & Co. KGaA

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms or Pricing Supplement (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgement, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 5 contracts

Samples: Agency Agreement, Agency Agreement, First Amending Agreement

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into a particular currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ) any amount due under this Agreement or under any other Loan Document in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankers. In the event that there is a result ofchange in the rate of exchange prevailing 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, each Canadian Loan Party will, on the date of receipt by the 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Agent on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with when converted at the amount so received or recovered in that other currency rate of exchange prevailing on the date of that receipt by the Agent is the amount then due under this Agreement or recovery (or, if it is not practicable to make that purchase on that date, on such other Loan Document in the first day on which it is practicable to do so)Currency Due. If that the amount of the Currency Due which the Agent is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to under this Agreement or any Holder of other Loan Document, each Canadian Loan Party shall indemnify and save the Agent and the Lender harmless from and against all loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. This indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond the Agent or Coupon the Lender from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of any sum an amount due in respect of the Covered Bonds under this Agreement or any judgement other Loan Document or under any judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 5 contracts

Samples: Credit Agreement (Merus Labs International Inc.), Credit Agreement (Merus Labs International Inc.), Credit Agreement (Merus Labs International Inc.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer and the Guarantors under or in respect of connection with the Covered BondsNotes and Note Guarantees thereof is U.S. dollars, including damages. Any amount received or recovered in a currency other than the Contractual Currency (U.S. dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer, any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or a Guarantor will only constitute a discharge to the Issuer or such Guarantor, as applicable, to the extent of the amount in U.S. dollar, as the Contractual Currency case may be, which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to the recipient or the Trustee under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall and the Guarantors will indemnify such Holder them against any loss sustained by such Holder recipient or the Trustee as a result. In any event, the Issuer shall and the Guarantors will indemnify each such Holder the recipient or the Trustee on a joint or several basis against any the cost of making any such purchase which is purchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder of a Note or the Trustee to certify in a manner reasonably incurredsatisfactory to the Issuer (indicating the sources of information used) the loss it Incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and the Guarantors’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note, any Note Guarantee or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 5 contracts

Samples: Supplemental Indenture (Altice USA, Inc.), Supplemental Indenture (Altice USA, Inc.), Indenture (Altice USA, Inc.)

Currency Indemnity. If, for the purpose of obtaining judgment in any court, it is necessary to convert an amount owing hereunder in one currency into another currency, each party hereto agrees, to the fullest extent that it may effectively do so, that the rate of exchange used shall be that provided for in the definition of Spot Rate. The obligations of each Seller and each Servicer in respect of any amount due to any party hereto (or their respective assigns) or any holder of the obligations owing hereunder or under any other Transaction Document (the “Applicable Creditor”) shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms such amount is stated to be due hereunder (the “Contractual Agreement Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall discharged only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that datethat, on the first day on which it is practicable Business Day following receipt by the Applicable Creditor of any amount adjudged to do so). If that be so due in the Judgment Currency, the Applicable Creditor may in accordance with normal banking procedures in the relevant jurisdiction purchase the Agreement Currency with the Judgment Currency; if the amount of the Agreement Currency so purchased is less than the amount sum originally due to the Applicable Creditor in the Contractual Currency expressed to be due to any Holder of a Covered Bond Agreement Currency, the applicable Seller or Coupon in respect of such Covered Bond or Coupon Servicer, as the Issuer shall indemnify such Holder against any loss sustained by such Holder case may be, shall, as a resultseparate obligation and notwithstanding any such judgment, indemnify the Applicable Creditor against such loss. In any eventThe obligations of the Sellers and the Servicers under this Section 3.1(c) shall survive the resignation or removal of the Agent and the execution, the Issuer shall indemnify each such Holder against any cost delivery, performance and termination of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsthis Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective regardless of any indulgence granted investigation made by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgement, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerApplicable Creditor.

Appears in 4 contracts

Samples: Receivables Purchase Agreement (Manitowoc Co Inc), Receivables Purchase Agreement (Manitowoc Co Inc), Receivables Purchase Agreement (Manitowoc Co Inc)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to any Credit Document, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ) any amount due under any Credit Document in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice at its main branch in San Francisco, California. In the event that there is a result ofchange in the rate of exchange prevailing between the Business Day before the day on which the judgment is given and the date of payment of the amount due, the Borrower will, on the day of payment, pay such additional amount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the enforcement of, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of amount paid on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with when converted at the amount so received or recovered in that other currency rate of exchange prevailing on the date of that receipt or recovery (or, if it payment is not practicable to make that purchase on that date, on the first day on which it is practicable to do so)amount then due under any Credit Document in the Currency Due. If that the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, the Borrower shall indemnify and save the Administrative Agent harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. This indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in any Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Administrative Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under any sum due in respect of the Covered Bonds Credit Document or under any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 4 contracts

Samples: Letter of Credit Reimbursement Agreement (Max Re Capital LTD), Letter of Credit Reimbursement Agreement (Max Re Capital LTD), Letter of Credit Reimbursement Agreement (Max Re Capital LTD)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ) any amount due under this Agreement in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the event that there is a result ofchange in the rate of exchange prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Lender of the amount due, the Borrowers will, on the date of receipt by the Lender, 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Lender on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with when converted at the amount so received or recovered in that other currency rate of exchange prevailing on the date of that receipt or recovery (or, if it by the Lender is not practicable to make that purchase on that date, on the first day on which it is practicable to do so)amount then due under this Agreement in the Currency Due. If that the amount of the Currency Due which the Lender is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, the Borrowers shall indemnify and save the Lender harmless from and against all loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. This indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Lender from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 4 contracts

Samples: Subordinate Credit Agreement (Brookfield Business Corp), Subordinate Credit Agreement (Brookfield Business Corp), Subordinate Credit Agreement (Brookfield Business Partners L.P.)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect ) any amount due under this Agreement or under any of the Covered Bonds, including damages. Any amount received or recovered other Loan Documents in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a result of, or change in the Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the enforcement ofamount due, a judgement or order Borrowers will, on the date of a court of any jurisdiction or otherwise) receipt by any Holder of a Covered Bond or Coupon in respect of any sum expressed Agent, pay such additional amounts, if any, as may be necessary to be due to it from ensure that the Issuer shall only constitute a discharge to the Issuer to the extent of amount received by Agent on such date is the amount in the Contractual Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such Holder other of the Loan Documents in the Currency Due. If the amount of the Currency Due which Agent is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, Loan Parties shall indemnify and save Agent harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. The indemnity contained herein shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or any sum due in respect of the Covered Bonds other Loan Documents or under any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 4 contracts

Samples: Credit Agreement (Polyone Corp), Credit Agreement (Polyone Corp), Credit Agreement (General Finance CORP)

Currency Indemnity. The currency Specified Currency is (save as provided in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is Condition 7.9) the sole currency of account and payment for all sums payable by the Issuer under or in respect of connection with the Covered BondsNotes and the Coupons, including damages. Any amount received or recovered in a currency other than the Contractual Specified Currency (save as provided in Condition 7.9) (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer or otherwise) by any Holder of a Covered Bond Noteholder or Coupon Couponholder in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in of the Contractual Specified Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Specified Currency amount is less than the Specified Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon Coupon, the Issuer shall indemnify such Holder it against any loss sustained by such Holder it as a result. In any event, the Issuer shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Condition, it will be sufficient for the Noteholder or Couponholder, as the case may be, to demonstrate that it would have suffered a loss had an actual purchase which is reasonably incurredbeen made. These The indemnities under this Condition 19 will (i) constitute a separate and independent obligation from the Issuer’s other obligationsobligations under these Conditions, shall (ii) give rise to a separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by any Holder of a Covered Bond Noteholder or Coupon Couponholder and shall (iv) continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or Coupon or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 4 contracts

Samples: Version Third Supplemental Agency Agreement, Version Second Supplemental Agency Agreement, Fifth Supplemental Agency Agreement

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Credit Document, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual "Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ") any amount due under this Agreement or under any other Credit Document in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether as the "Currency Due"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose "rate of exchange" means the rate at which the Ad- ministrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgement Currency in accordance with its normal practice at its Main Branch in Xxxxxxx, Xxxxxxx. In the event that there is a result of, or change in the rate of exchange prevailing between the Business Day before the day on which the judgment is given and the date of payment of the enforcement ofamount due, a judgement or order the Applicable Borrower will, on the date of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed payment, pay such additional amounts, if any, as may be necessary to be due to it from ensure that the Issuer shall only constitute a discharge to the Issuer to the extent of amount paid on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with when converted at the amount so received or recovered in that other currency rate of exchange prevailing on the date of that receipt payment is the amount then due under this Agreement or recovery (or, if it is not practicable to make that purchase on that date, on such other Credit Document in the first day on which it is practicable to do so)Currency Due. If that the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, the Applicable Borrower shall indemnify and save the Banks harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. This indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Credit Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Banks from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of any sum an amount due in respect of the Covered Bonds under this Agreement or any judgement other Credit Document or under any judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Credit Agreement (MMH Holdings Inc), Assignment and Assumption Agreement (MMH Holdings Inc), Credit Agreement (Morris Material Handling Inc)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. dollar is the sole currency of account and payment for all cash sums payable by the Issuer in respect of the Covered BondsIssuer, including damagesor any Guarantor, under this Indenture. Any amount received or recovered in a currency other than U.S. dollar in respect of the Contractual Currency Notes or any Guarantee (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Issuer, any Guarantor or otherwise) by any Holder of a Covered Bond or Coupon the holder in respect of any sum expressed to be due to it from the Issuer shall only or any Guarantor will constitute a discharge to of the Issuer only to the extent of the U.S. dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, or Coupon in respect of such Covered Bond or Coupon any Guarantee, the Issuer shall or the Guarantors will indemnify such Holder the recipient against any loss sustained by such Holder it as a result. In any event, event the Issuer shall will indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Section 12.10, it will be sufficient for the holder to certify and provide reasonable evidence that it would have suffered a loss had an actual purchase of U.S. dollar been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of U.S. dollar on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable). These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsobligations of the Issuer and the Guarantors, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon holder and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement Guarantee or any other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Indenture (Central European Media Enterprises N.V.), Indenture (CME Media Enterprises B.V.), Central European Media Enterprises LTD

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. dollar is the sole currency of account and payment for all cash sums payable by the Issuer in respect of Company, or any Subsidiary Guarantor, under the Covered Bonds, including damagesIndenture. Any amount received or recovered in a currency other than U.S. dollar in respect of the Contractual Currency Notes or any Subsidiary Guarantee (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Company, any Subsidiary Guarantor or otherwise) by any the Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only Company or any Subsidiary Guarantor will constitute a discharge to of the Issuer Company only to the extent of the U.S. dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, or Coupon in respect of such Covered Bond any Subsidiary Guarantee, the Company or Coupon the Issuer shall Subsidiary Guarantors will indemnify such Holder the recipient against any loss sustained by such Holder it as a result. In any event, event the Issuer shall Company will indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the Holder to certify and provide reasonable evidence that it would have suffered a loss had an actual purchase of U.S. dollar been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of U.S. dollar on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable). These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsobligations of the Company and the Subsidiary Guarantors, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon holder and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement Subsidiary Guarantee or any other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Indenture (CME Media Enterprises B.V.), Indenture (CME Media Enterprises B.V.), Central European Media Enterprises LTD

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all All sums payable by the Issuer Guarantors under this Guarantee shall be payable in respect of the Covered Bonds, including damagesRelevant Currency. Any amount received or recovered in a currency other than the Contractual Relevant Currency with respect to the Guaranteed Obligations (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer, any Guarantor, any Subsidiary of the Issuer or otherwise) by any Holder of a Covered Bond or Coupon Beneficiary in respect of any sum expressed to be due to it from the Issuer any Guarantor shall only constitute a discharge to the Issuer of such Guarantor only to the extent of the Relevant Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of receipt of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that Relevant Currency amount is less than the Relevant Currency amount in the Contractual Currency expressed to be due to the recipient pursuant to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer Guaranteed Obligation, each Guarantor shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the relevant Beneficiary to certify (indicating the sources of information used) that it would have suffered a loss had the actual purchase of the Relevant Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Relevant Currency on such date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities indemnities, to the extent permitted by law: (1) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of each Guarantor; (2) shall give rise to a separate and independent cause of action, ; (3) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Beneficiary; and (4) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds Guaranteed Obligation, or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Deposit Agreement (Marconi Corp PLC), Deposit Agreement (Marconi Corp PLC), Marconi Corp PLC

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. Dollar is the sole currency (the “Required Currency”) of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsNotes, this Indenture and the Guarantees, including damages. Any amount with respect to the Notes, this Indenture or the Guarantees received or recovered in a currency other than the Contractual Currency (Required Currency, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, Collateral Agent or Paying Agent, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or such Guarantor to the extent of the Required Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Required Currency amount is less than the Required Currency amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond the Trustee, Collateral Agent or Coupon Paying Agent under the Notes, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee, Collateral Agent or Paying Agent against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee, Collateral Agent or Paying Agent to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and each Guarantor’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee, Collateral Agent or Paying Agent (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee or Collateral Agent. For the purposes of determining the amount in respect of a currency other than the Covered Bonds or any judgement or order. Any Required Currency, such loss amount shall be deemed to constitute a loss suffered by determined using the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuercurrency exchange rate then in effect.

Appears in 3 contracts

Samples: Indenture (Cooper-Standard Holdings Inc.), Supplemental Indenture (Cooper-Standard Holdings Inc.), Indenture (Cooper-Standard Holdings Inc.)

Currency Indemnity. The currency Any payment on account of an amount that is payable in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms U.S. dollars (the “Contractual Required Currency”) which is made to or for the account of any holder or the Trustee in lawful currency of any other jurisdiction (the “Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, of any judgment or order or the enforcement thereof or the liquidation of the enforcement ofIssuer or any Guarantor, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to of the Issuer or the Guarantor’s obligation under this Indenture and the Notes or Note Guarantee, as the case may be, only to the extent of the amount of the Required Currency with such holder or the Trustee, as the case may be, could purchase in the Contractual Currency which such Holder is able to purchase London foreign exchange markets with the amount so received or recovered of the Judgment Currency in that other currency on accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)Business Day following receipt of the payment in the Judgment Currency. If the amount of the Required Currency that amount could be so purchased is less than the amount in of the Contractual Required Currency expressed to be originally due to any Holder of a Covered Bond such holder or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder Trustee, as a result. In any eventthe case may be, the Issuer and the Guarantors shall indemnify each and hold harmless the holder or the Trustee, as the case may be, from and against all loss or damage arising out of, or as a result of, such Holder against any cost of making such purchase which is reasonably incurreddeficiency. These indemnities This indemnity shall constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture or the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond holder or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due hereunder or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Indenture (Carnival PLC), Indenture (Norwegian Cruise Line Holdings Ltd.), Carnival PLC

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”Subject to Condition 7(g), the Renminbi is the sole currency of account and payment for all sums payable by the Issuer under or in respect of connection with the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency Renminbi (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the insolvency, winding-up or dissolution of the Issuer or otherwise) by any Holder of a Covered Bond or Coupon Bondholder in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the Renminbi amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Renminbi amount is less than the Renminbi amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Bond, the Issuer shall indemnify such Holder it against any loss sustained by such Holder it as a result. In any event, the Issuer shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Condition, it will be sufficient for the Bondholder to demonstrate that it would have suffered a loss had an actual purchase which is reasonably incurredbeen made. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Bondholder and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Bond or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Fiscal Agency Agreement (21Vianet Group, Inc.), Fiscal Agency Agreement (21Vianet Group, Inc.), Original Agency Agreement (21Vianet Group, Inc.)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect ) any amount due under this Agreement or under any of the Covered Bonds, including damages. Any amount received or recovered other Loan Documents in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a result of, or change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the enforcement ofamount due, a judgement or order Loan Parties will, on the date of a court of any jurisdiction or otherwise) receipt by any Holder of a Covered Bond or Coupon in respect of any sum expressed Agent, pay such additional amounts, if any, as may be necessary to be due to it from ensure that the Issuer shall only constitute a discharge to the Issuer to the extent of amount received by Agent on such date is the amount in the Contractual Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such Holder other of the Loan Documents in the Currency Due. If the amount of the Currency Due which Agent is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, Loan Parties shall indemnify and save Agent harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. The indemnity contained herein shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or any sum due in respect of the Covered Bonds other Loan Documents or under any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Credit Agreement (K Swiss Inc), Credit Agreement (Nacco Industries Inc), Credit Agreement (Enphase Energy, Inc.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Bond, the Issuer shall indemnify such Holder against any loss sustained by such Holder Xxxxxx as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgementjudgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 3 contracts

Samples: Second Amending Agreement, First Amending Agreement, First Amending Agreement

Currency Indemnity. The currency Any payment on account of an amount that is payable in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms U.S. dollars (the “Contractual "Required Currency"), which is made to or for the sole account of any Holder of Notes or the Trustee in lawful currency of account and payment for all sums payable by any other jurisdiction (the Issuer in respect of the Covered Bonds"Judgment Currency"), including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, of any judgment or order or the enforcement thereof or the liquidation of the enforcement ofIssuer or a Guarantor, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to of the Issuer Issuer's or such Guarantor's obligation under this Indenture and the Notes or the Guarantee, as the case may be, only to the extent of the amount of the Required Currency with such Holder or the Trustee or its designee, as the case may be, could purchase in the Contractual Currency which such Holder is able to purchase London foreign exchange markets with the amount so received or recovered of the Judgment Currency in that other currency on accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)(1st) Business Day following receipt of the payment in the Judgment Currency. If the amount of the Required Currency that amount could be so purchased is less than the amount in of the Contractual Required Currency expressed to be originally due to any such Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Trustee, as the case may be, then the Issuer and the Guarantors, jointly and severally, shall indemnify such and hold harmless the Holder or the Trustee, as the case may be, from and against any all loss sustained by such Holder or damage arising out of, or as a resultresult of, such deficiency. In any event, the Issuer This indemnity shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture, the Notes or the Guarantee, as the case may be, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated sum with respect to an amount in respect of due hereunder or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 2 contracts

Samples: International Game Technology PLC, International Game Technology PLC

Currency Indemnity. The currency All amounts payable under this Agreement are payable in which the Covered Bonds are denominated orUS Dollars, if different, payableEuros or Pesos (a "RELEVANT CURRENCY"), as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damagescase may be. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Company or otherwise) by any Holder of a Covered Bond or Coupon Lender in respect of any sum expressed to be due to it from the Issuer Company in a Relevant Currency in a currency other than such Relevant Currency shall only constitute a discharge to of the Issuer Company to the extent of the amount in the Contractual of such Relevant Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that amount of such Relevant Currency is less than the amount in the Contractual of such Relevant Currency expressed to be due to the recipient under any Holder of a Covered Bond Floating Rate Note or Coupon in respect of such Covered Bond or Coupon Subsidiary Guarantee, the Issuer Company shall indemnify such Holder recipient against any loss sustained by such Holder it as a result. In any event, the Issuer Company shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Section, it will be sufficient for the Lender to certify in a reasonably satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of such Relevant Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of such Relevant Currency on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from the Issuer’s Company's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Lender and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Floating Note or Subsidiary Guarantee or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 2 contracts

Samples: Loan Agreement (Leitesol Industry & Commerce Inc.), Loan Agreement (Mastellone Brothers Inc)

Currency Indemnity. The Dollars are the sole currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by the Issuer Issuers or any Guarantor under or in respect of connection with the Covered BondsNotes, this Indenture and the Guarantees, including damages. Any amount with respect to the Notes, this Indenture the Guarantees or the other Notes Documents received or recovered in a currency other than the Contractual Currency (Required Currency, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuers or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee or Paying Agent or Notes Collateral Agent, in respect of any sum expressed to be due to it from the Issuer shall Issuers or any Guarantor will only constitute a discharge to the Issuer Issuers or any Guarantor to the extent of the Required Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that the Required Currency amount is less than the Required Currency amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond the Trustee or Coupon Paying Agent or Notes Collateral Agent under the Issuer shall Notes, the Issuers and each Guarantor will indemnify such Holder recipient and/or the Trustee or Paying Agent or Notes Collateral Agent against any loss sustained by such Holder it as a result. In any event, the Issuer shall Issuers and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee or Paying Agent or Notes Collateral Agent to certify in a manner satisfactory to the Issuers (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuers’ and each Guarantor’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee or Paying Agent or Notes Collateral Agent (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee or Notes Collateral Agent. For the purposes of determining the amount in respect of a currency other than the Covered Bonds or any judgement or order. Any Required Currency, such loss amount shall be deemed to constitute a loss suffered by determined using the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerExchange Rate then in effect.

Appears in 2 contracts

Samples: Intercreditor Agreement, Intercreditor Agreement

Currency Indemnity. The currency All payments to be made by a Borrower or the Guarantor hereunder shall be made in which United States Dollars. To the Covered Bonds are denominated or, if different, payable, as specified in extent that any payment or payments made to or for the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received Agent or recovered any Lender in a currency other than the Contractual Currency currency in which such payment is required to be made hereunder or under any other Transaction Document (whether as the "Required Currency") for any reason (pursuant to a result of, or of the enforcement of, a judgement judgment or order of a court or tribunal of any jurisdiction or otherwisejurisdiction) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to such Borrower or the Issuer Guarantor to the extent of the amount in of the Contractual Required Currency which the Agent or such Holder is Lender is, acting in good faith and exercising reasonable and customary diligence, able to purchase in New York, New York with the amount or amounts so received or recovered in that other currency on the date or dates of that receipt by the Agent or recovery such Lender of such payment or payments (or, or if it such date is not practicable to make that purchase on that date, a Business Day on the first day on which it is practicable to do sonext succeeding Business Day). If that amount is less than the amount in of the Contractual Required Currency expressed which the Agent or such Lender is so able to be purchase falls short of the amount of the Required Currency due to any Holder of a Covered Bond the Agent or Coupon in respect of such Covered Bond or Coupon Lender, the Issuer Credit Parties, jointly and severally, shall indemnify and hold the Agent or such Holder Lender harmless (on an after tax basis) from and against any loss sustained by such Holder or damage arising as a result. In any event, the Issuer This indemnity shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement, shall give rise to a separate and an independent cause or causes of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond the Agent or Coupon such Lender from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount in respect of any sum due or sums in respect of the Covered Bonds amount due hereunder or under any judgement such judgment or order. Any such loss The obligations of each Credit Party under this Section 11.22 shall be deemed to constitute a loss suffered by survive the relevant Holder payment and performance of a Covered Bond or Coupon the Obligations and no proof or evidence the termination of any actual loss will be required by the Issuerthis Agreement.

Appears in 2 contracts

Samples: Credit Agreement (TBS International LTD), Credit Agreement (TBS International LTD)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer Issuers under or in respect of connection with the Covered BondsNotes is dollars, including damages. Any amount received or recovered in a currency other than the Contractual Currency (dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuers, or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall Issuers, will only constitute a discharge to the Issuer Issuers to the extent of the dollars amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that dollar amount is less than the dollar amount in the Contractual Currency expressed to be due to the recipient or the Trustee under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall Issuers will indemnify such Holder them against any loss sustained by such Holder recipient or the Trustee as a result. In any event, the Issuer shall Issuers will indemnify each such Holder the recipient or the Trustee on a joint or several basis against any the cost of making any such purchase which is purchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder or the Trustee to certify in a manner reasonably incurredsatisfactory to the Issuers (indicating the sources of information used) the loss it Incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s Issuers’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder or the Trustee (other than a waiver of a Covered Bond or Coupon the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 2 contracts

Samples: Supplemental Indenture (Altice USA, Inc.), Supplemental Indenture (Altice USA, Inc.)

Currency Indemnity. The currency in which the Covered Bonds U.S. dollars are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer Company or the Guarantors under or in respect of connection with the Covered BondsNotes, including damages. Any amount received or recovered in a currency other than the Contractual Currency dollars (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Company or the Guarantors or otherwise) by any Holder of a Covered Bond or Coupon Note in respect of any sum expressed to be due to it from the Issuer Company or the Guarantors shall only constitute a discharge to the Issuer Company or the Guarantors only to the extent of the dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that dollar amount is less than the dollar amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Company or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder it as a result. In any event, the Issuer Company or the Guarantors shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Section 11.01 , it will be sufficient for the Holder of a Note to certify in a satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of dollars been made with the amount so received or recovered in that other currency on the date of receipt or recovery (or, if a purchase of dollars on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsobligations of the Company or the Guarantors, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Note and shall continue constitute in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or under any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerNote.

Appears in 2 contracts

Samples: Indenture (Vitro Sa De Cv), Vitro Sa De Cv

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is U.S. dollar shall be the sole currency of account and payment for all sums payable by the Issuer Issuers or any Guarantor under or in respect of connection with the Covered BondsSecurities and the Guarantees, including damages. Any amount received or recovered If, for the purposes of obtaining judgment in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement or order of a any court of in any jurisdiction in connection with the Securities, it becomes necessary to convert into a particular currency the amount due under or otherwisein connection with the Securities, then conversion shall be made at the rate of exchange prevailing on the day the decision became enforceable (or if such day is not a Business Day, the next preceding Business Day) by at the place where it was rendered. The Issuer’s or any Holder of a Covered Bond Guarantor’s obligations under or Coupon in respect of any sum expressed to connection with the Securities shall be due to it from the Issuer shall discharged only constitute a discharge to the Issuer to the extent of that the amount in the Contractual Currency which such relevant Holder is able to purchase in the London foreign exchange markets in accordance with the amount so received or recovered in that other currency normal banking procedures, on the date of that the relevant receipt or recovery by it (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so), U.S. dollars in the amount originally due to it (whether pursuant to any judgment or otherwise) with any other currency paid to that Holder. If that amount is less than the Holder cannot purchase U.S. dollars in the amount in the Contractual Currency expressed originally to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any eventpaid, the Issuer or such Guarantor shall indemnify the Holder for any resulting loss or damage sustained by it and pay the difference. If the amount of U.S. dollars purchased exceeds the amount originally to be paid to such Holder, the Holder shall reimburse the excess to the Issuer or such Guarantor. The Holder shall not be obligated to make this reimbursement if the Issuer or such Guarantor is in default of its obligations under the Securities. The indemnity undertaken by the Issuer and each such Holder against any cost Guarantor in favor of making such purchase which is reasonably incurred. These indemnities the Holders as described in this paragraph shall constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any the Holder of a Covered Bond any note or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under or in connection with the Securities or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 2 contracts

Samples: Indenture (Perrigo Finance PLC), Perrigo Finance PLC

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), Sterling is the sole currency of account and payment for all sums payable by the Issuer Issuers and the Guarantors under or in respect of connection with the Covered BondsSterling Notes and the Guarantees thereof, including damages. Any amount received or recovered in a currency other than sterling for the Contractual Currency (Sterling Notes, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of any of the Issuers, any Guarantor or otherwise) , by any Holder of a Covered Bond or Coupon by the Trustee, as the case may be, in respect of any sum expressed to be due to it from any of the Issuer shall Issuers or Guarantors will only constitute a discharge to the Issuer Issuers or the Guarantors, as applicable, to the extent of the sterling amount which the recipient could purchase in the Contractual Currency which such Holder is able to purchase London foreign exchange markets with the amount so received or recovered in that other currency on in accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)Business Day following receipt or recovery. If that sterling amount is less than the sterling amount in the Contractual Currency expressed to be due to the recipient under any Holder of Sterling Note, any Guarantee or to the Trustee, the Issuers and the Guarantors will indemnify them on a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder joint and several basis against any loss sustained by such Holder recipient as a result. In any event, the Issuer shall Issuers and the Guarantors will indemnify each such Holder the recipient on a joint and several basis against any the cost of making any such purchase. For the purposes of this Section 11.09, it will be sufficient for the Holder of the applicable series of Notes or the Trustee to certify in a satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of sterling been made with the amount so received in that other currency on the first Business Day following receipt or recovery (or, if a purchase of sterling on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned in this Section 11.09). These indemnities constitute a separate and independent obligation from the Issuer’s Issuers’ and the Guarantors’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Trustee and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note, any Guarantee or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 2 contracts

Samples: Supplemental Indenture (Vantiv, Inc.), info.vantiv.com

Currency Indemnity. The Dollars are the sole currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by the Issuer Issuers or any Guarantor under or in respect of connection with the Covered BondsNotes, this Indenture and the Note Guarantees, including damages. Any amount with respect to the Notes, this Indenture the Note Guarantees or the other Notes Documents received or recovered in a currency other than the Contractual Currency (Required Currency, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuers or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee or Paying Agent or Master Collateral Agent, in respect of any sum expressed to be due to it from the Issuer shall Issuers or any Guarantor will only constitute a discharge to the Issuer Issuers or any Guarantor to the extent of the Required Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that the Required Currency amount is less than the Required Currency amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond the Trustee or Coupon Paying Agent under the Issuer shall Notes, the Issuers and each Guarantor will indemnify such Holder recipient and/or the Trustee or Paying Agent against any loss sustained by such Holder it as a result. In any event, the Issuer shall Issuers and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee or Paying Agent to certify in a manner satisfactory to the Issuers (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuers’ and each Guarantor’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee or Paying Agent (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee. For the purposes of determining the amount in respect of a currency other than the Covered Bonds or any judgement or order. Any Required Currency, such loss amount shall be deemed to constitute a loss suffered by determined using the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerExchange Rate then in effect.

Appears in 2 contracts

Samples: Indenture (American Airlines, Inc.), Indenture (Delta Air Lines, Inc.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency currency (the “Denomination Currency”) in which such Security is denominated or in which such amount is payable, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or otherwise) dissolution of the Issuer or otherwise (the “Judgment Currency”), by any the Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer hereunder shall only constitute a discharge to of the Issuer only to the extent of the amount in of the Contractual Denomination Currency which such that the Holder is able to purchase with the amount so received or recovered in that other currency the Judgment Currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If The Issuer agrees that amount is less than it will indemnify the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such relevant Holder against any loss sustained arising or resulting from any variation in rates of exchange between (i) the rate of exchange at which the Denomination Currency is converted into the Judgment Currency for the purpose of such judgment or order, winding up, dissolution or otherwise and (ii) the rate of exchange at which such Holder would have been able to purchase the Denomination Currency with the amount of the Judgment Currency actually received by such Holder as a result. In any event, the Issuer shall indemnify each if such Holder against any cost had utilized such amount of making Judgment Currency to purchase the Denomination Currency as promptly as practicable upon such purchase which is reasonably incurredHolder’s receipt thereof. These indemnities This indemnity will constitute a separate and independent obligation from the Issuer’s other obligationsobligations contained in the terms and conditions of the Securities, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon from time to time and shall will continue in full force and effect despite notwithstanding any judgementjudgment, order, claim or proof for a liquidated amount sum or sums in respect of any sum amounts due in respect of the Covered Bonds relevant Security or under any judgement such judgment, order, claim or orderproof. Any such loss shall be deemed to constitute a loss suffered by The term “rate of exchange” will include an allowance for any customary or reasonable premiums and costs of exchange payable in connection with the purchase of, or conversion into, the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuercurrency.

Appears in 2 contracts

Samples: Supplemental Indenture, oec-ri.odebrecht.com

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any Other Document, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ) any amount due under this Agreement or under any Other Document in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the event that there is a result ofchange in the rate of exchange prevailing between the Business Day before the day on which the 100 judgment is given and the date of receipt by the Agent of the amount due, the Borrowers will, on the date of receipt by the 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Agent on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with when converted at the amount so received or recovered in that other currency rate of exchange prevailing on the date of that receipt by the Agent is the amount then due under this Agreement or recovery (or, if it is not practicable to make that purchase on that date, on such Other Document in the first day on which it is practicable to do so)Currency Due. If that the amount of the Currency Due which the Agent is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, the Borrowers shall indemnify and save the Agent and the Lenders harmless from and against all loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. This indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the Other Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of any sum an amount due in respect of the Covered Bonds under this Agreement or any judgement Other Document or under any judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Security Agreement (Avatech Solutions Inc)

Currency Indemnity. The currency Specified Currency in which the Covered Bonds Notes of a Tranche or Class are denominated or, if different, payable, designated as specified in the Final Terms (the “Contractual Currency”), payable is the sole currency of account and payment for all sums payable by the Issuer under or in respect of the Covered Bondsconnection with such Notes, including damagesdamages (subject to the provisions of Condition 6). Any amount received or recovered in a currency other than the Contractual such Specified Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Issuer or otherwise) by any Holder of a Covered Bond or Coupon holder in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to of the Issuer to the extent of the Specified Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable practicable, to make that purchase on that date, on the first day date on which it is practicable to do so). If that Specified Currency amount is less than the Specified Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall indemnify such Holder recipient against any loss sustained by such Holder it as a result. In any event, the Issuer shall indemnify each such Holder the recipient against any the cost of making any such purchase. For purposes of this paragraph, it will be sufficient for the holder to certify in a satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of the Specified Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Specified Currency on such date had not been practicable on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from the Issuer’s 's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon holder and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Grupo Financiero Galicia Sa

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. Dollar is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsSecurities, including damages. Any amount with respect to the Securities or the Guarantees thereof received or recovered in a currency other than the Contractual Currency (U.S. Dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the U.S. Dollar amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that such receipt or recovery (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so). If that U.S. Dollar amount is less than the U.S. Dollar amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Securities, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 11.12, it shall be prima facie evidence of the matter stated therein, for the Holder of a Security or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and each Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Security or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect under any Security or to the Trustee. For the purposes of the Covered Bonds or any judgement or order. Any such loss this Section 11.12, it shall be deemed sufficient for the Trustee or the Holder, as applicable, to constitute certify (indicating the sources of information used) that it would have suffered a loss suffered by had the relevant Holder actual purchase of U.S. Dollars been made with the amount so received in that other currency on the date of receipt or recovery (or, if a Covered Bond or Coupon and no proof or evidence purchase of any actual loss will U.S. Dollars on such date had not been practicable due to current market conditions generally, on the first date on which it would have been practicable, it being required that the need for a change of date be required by certified in the Issuermanner mentioned above).

Appears in 1 contract

Samples: Indenture (Constellium N.V.)

Currency Indemnity. The currency in which of disbursement of the Covered Bonds are denominated or, if different, payable, as specified in Loan from the Final Terms Lender to the Borrower (the “Contractual Disbursement Currency”), ) is the sole currency of account and payment for all sums payable by the Issuer Borrower under or in respect of the Covered Bondsconnection with such Loan, including damages. Any amount received or recovered in a currency other than the Contractual Disbursement Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Borrower or otherwise) by any Holder of a Covered Bond or Coupon the Lender in respect of any sum expressed to be due to it from the Issuer Borrower shall only constitute a discharge to the Issuer Borrower to the extent of the Disbursement Currency amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable in accordance with normal banking procedures to make that purchase on that date, on the first day date on which it is practicable to do soso in accordance with normal banking procedures). If that Disbursement Currency amount is less than the Disbursement Currency amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of the recipient under such Covered Bond or Coupon Loan, the Issuer Borrower shall indemnify such Holder the Lender against any loss sustained by such Holder it as a result. In any event, the Issuer Borrower shall indemnify each such Holder the Lender against any the cost of making any such purchase which is reasonably incurredpurchases. These indemnities constitute a separate and independent obligation from the IssuerBorrower’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Lender and shall continue in full force and effect despite any judgementjudgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under such Loan or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no No proof or evidence of any actual loss will may be required by the Issuerrequired.

Appears in 1 contract

Samples: Intercompany Loan Agreement (7 Days Group Holdings LTD)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer Issuers under or in respect of connection with the Covered BondsNotes is dollars, including damages. Any amount received or recovered in a currency other than the Contractual Currency (dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuers or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall Issuers will only constitute a discharge to the Issuer Issuers to the extent of the dollars amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that dollar amount is less than the dollar amount in the Contractual Currency expressed to be due to the recipient or the Trustee under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall Issuers will indemnify such Holder them against any loss sustained by such Holder recipient or the Trustee as a result. In any event, the Issuer shall Issuers will indemnify each such Holder the recipient or the Trustee on a joint or several basis against any the cost of making any such purchase which is purchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder or the Trustee to certify in a manner reasonably incurredsatisfactory to the Issuers (indicating the sources of information used) the loss it Incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s Issuers’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder or the Trustee (other than a waiver of a Covered Bond or Coupon the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 1 contract

Samples: Indenture (Altice USA, Inc.)

Currency Indemnity. The currency in which U.S dollars with respect to the Covered Bonds Dollar Notes, and euro, with respect to the Euro Notes, are denominated orthe required currencies (each, if different, payable, as specified in the Final Terms (the a Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of the Covered Bonds, including damagesNotes and this Indenture. Any amount received or recovered in respect of the Notes or otherwise under this Indenture in a currency other than the Contractual applicable Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer shall only constitute a discharge to of the Issuer Issuer’s obligations only to the extent of the amount in of the Contractual applicable Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the applicable Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the applicable Required Currency to be recovered is less than the amount in of the Contractual applicable Required Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any eventNote, the Issuer shall indemnify each such Holder the recipient against any the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the other obligations of the Issuer’s other obligations, ; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Finance Holdings S.A.)

Currency Indemnity. The currency Specified Currency in which the Covered Bonds Notes of a Tranche or Series are denominated or, if different, payable, designated as specified in the Final Terms (the “Contractual Currency”), payable is the sole currency of account and payment for all sums payable by the Issuer Bank under or in respect of the Covered Bondsconnection with such Notes, including damages. Any amount received or recovered in a currency other than the Contractual such Specified Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Bank or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer Bank shall only constitute a discharge to of the Issuer Bank to the extent of the Specified Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Specified Currency amount is less than the Specified Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer Bank shall indemnify such Holder recipient against any loss sustained by such Holder it as a result. In any event, the Issuer Bank shall indemnify each such Holder the recipient against any the cost of making any such purchase. For purposes of this paragraph, it will be sufficient for the Holder to certify in a satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of the Specified Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Specified Currency on such date had not been practicable on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from form the Issuer’s Bank's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Banco Rio De La Plata)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. dollar is the sole currency of account and payment for all sums payable by the Issuer Company and the Subsidiary Guarantor under or in respect of connection with the Covered BondsNotes, including damages. Any amount received or recovered in a currency other than the Contractual Currency U.S. dollars (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Company, the Subsidiary Guarantor or otherwise) by any Holder of a Covered Bond Note or Coupon the Trustee in respect of any sum expressed to be due to it from the Issuer shall Company or the Subsidiary Guarantor will only constitute a discharge to the Issuer Company or the Subsidiary Guarantor to the extent of the U.S. dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon the Issuer shall Trustee, the Company and the Subsidiary Guarantor will indemnify such Holder them against any loss sustained by such Holder them as a result. In any event, the Issuer shall Company and the Subsidiary Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Section 12.12, it will be sufficient for the Holder of a Note or the Trustee to certify in a satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of U.S. dollars been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of U.S. dollars on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from the Issuer’s Company's and the Subsidiary Guarantor's other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence granted by any Holder of a Covered Bond Note or Coupon the Trustee and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note or the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 1 contract

Samples: Dollar Indenture (MDCP Acquisitions I)

Currency Indemnity. The currency Specified Currency is (save as provided in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is Condition 7.9) the sole currency of account and payment for all sums payable by the Issuer under or in respect of connection with the Covered BondsNotes and the Coupons, including damages. Any amount received or recovered in a currency other than the Contractual Specified Currency (save as provided in Condition 7.9) (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer or otherwise) by any Holder of a Covered Bond Noteholder or Coupon Couponholder in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in of the Contractual Specified Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Specified Currency amount is less than the Specified Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon Coupon, the Issuer shall indemnify such Holder it against any loss sustained by such Holder it as a result. In any event, the Issuer shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Condition, it will be sufficient for the Noteholder or Couponholder, as the case may be, to demonstrate that it would have suffered a loss had an actual purchase which is reasonably incurredbeen made. These The indemnities under this Condition 19 will (i) constitute a separate and independent obligation from the Issuer’s other obligationsobligations under these Conditions, shall (ii) give rise to a separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by any Holder of a Covered Bond Noteholder or Coupon Couponholder and shall (iv) continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or Coupon or any other judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Supplemental Agency Agreement

Currency Indemnity. The Pounds sterling is the required currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, any Guarantee or otherwise under this Indenture in a currency other than the Contractual Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer Issuers or the Guarantors shall only constitute a discharge to of the Issuer Issuers’ or the Guarantors’ obligations only to the extent of the amount in of the Contractual Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the Required Currency to be recovered is less than the amount in of the Contractual Required Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Issuers or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any further purchase of the Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuers and the Guarantors; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Group S.A.)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or the Guarantee, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is ) any amount due under this Agreement or the sole currency of account and payment for all sums payable by the Issuer Guarantee in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether the “Currency Due”), then conversion shall be made at the Exchange Rate (as hereinafter defined) at which Secured Party is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a result ofchange in the rate of Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Secured Party of the amount due, a Debtor will, on the date of receipt by Secured Party, 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Secured Party on such date is the amount in the Contractual Judgment Currency which such Holder when converted at the rate of exchange prevailing on the date of receipt by Secured Party is the amount then due under this Agreement or the Guarantee in the Currency Due. If the amount of the Currency Due which Secured Party is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, the Company shall indemnify and save Secured Party harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. The indemnity contained herein shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement or the Guarantee, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Secured Party from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or the Guarantee or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any As used herein, “Exchange Rate” shall mean the prevailing spot rate of exchange of such loss shall bank as Secured Party may reasonably select for the purpose of conversion of one currency to another, at or around 11:00 a.m. Toronto time, on the date on which any such conversion of currency is to be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuermade under this Agreement.

Appears in 1 contract

Samples: Canadian Guarantor Security Agreement (Presstek Inc /De/)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), Specified Currency is the sole currency of account and payment for all sums payable by the Issuer under or in respect of connection with the Covered BondsNotes and the Coupons, including damages. Any amount received or recovered in a currency other than the Contractual Specified Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond Noteholder or Coupon Couponholder, as the case may be, in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in of the Contractual Specified Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that amount of Specified Currency is less than the amount in the Contractual of Specified Currency expressed to be due to the recipient under any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon Coupon, the Issuer shall indemnify such Holder it against any loss sustained by such Holder it as a result. In any event, the Issuer shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Condition, it will be sufficient for the Noteholder or Couponholder, as the case may be, to demonstrate that it would have suffered a loss had an actual purchase which is reasonably incurredbeen made. These indemnities constitute a separate and independent obligation from the Issuer’s 's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond Noteholder or Coupon Couponholder and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Note or Coupon, as the Covered Bonds case may be, or any other judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Calculation Agency Agreement

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Bond, the Issuer shall indemnify such Holder against any loss sustained by such Holder Xxxxxx as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgementjudgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: First Amending Agreement

Currency Indemnity. The currency in which the Covered Bonds Euros are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer under or in respect of connection with the Covered BondsNotes (other than payments made to the Trustee), including damagesdamages or by the transactions in connection with the Guarantees. Any amount received or recovered in a currency other than the Contractual Currency euros (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Issuer or any Guarantor or otherwise) by any Holder of a Covered Bond or Coupon Note in respect of any sum expressed to be due to it from the Issuer or any Guarantor shall only constitute a discharge to the Issuer or such Guarantor to the extent of the euro amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that euro amount is less than the euro amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer or such Guarantor shall indemnify such Holder it against any loss sustained by such Holder it as a result. If the euro amount is greater than the euro amount expressed to be due to the recipient under this Agreement, the Issuer or such Guarantor shall be entitled to the amount of such excess. In any event, the Issuer or such Guarantor shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this subsection, it will be sufficient for the Trustee or any Holder of a Note to certify in a satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of euros been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of dollars on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from the Issuer’s 's and the Guarantors' other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Trustee or any Holder of a Covered Bond or Coupon Note and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or under any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerNote.

Appears in 1 contract

Samples: Avery Berkel Holdings LTD

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency currency (the ―Denomination Currency‖) in which such Note is denominated or in which such amount is payable, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or otherwise) dissolution of the Issuer or otherwise (the ―Judgment Currency‖), by any the Holder of a Covered Bond or Coupon the Notes in respect of any sum expressed to be due to it from the Issuer or the Guarantor hereunder shall only constitute a discharge to of the Issuer only to the extent of the amount in of the Contractual Currency which such denomination currency that the Holder is able to purchase with the amount so received or recovered in that other the judgment currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If The Issuer agrees that amount is less than it will indemnify the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such relevant Holder against any loss sustained arising or resulting from any variation in rates of exchange between (i) the rate of exchange at which the denomination currency is converted into the judgment currency for the purpose of such judgment or order, winding up, dissolution or otherwise and (ii) the rate of exchange at which such Holder would have been able to purchase the denomination currency with the amount of the judgment currency actually received by such Holder as a result. In any event, the Issuer shall indemnify each if such Holder against any cost had utilized such amount of making judgment currency to purchase the denomination currency as promptly as practicable upon such purchase which is reasonably incurredXxxxxx's receipt thereof. These indemnities This indemnity will constitute a separate and independent obligation from the Issuer’s other obligationsobligations contained in the terms and conditions of the Notes, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon from time to time and shall will continue in full force and effect despite notwithstanding any judgementjudgment, order, claim or proof for a liquidated amount sum or sums in respect of any sum amounts due in respect of the Covered Bonds relevant Note or under any judgement such judgment, order, claim or orderproof. Any such loss shall be deemed to constitute a loss suffered by The term ―rate of exchange‖ will include an allowance for any customary or reasonable premiums and costs of exchange payable in connection with the purchase of, or conversion into, the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuercurrency.

Appears in 1 contract

Samples: Supplemental Indenture

Currency Indemnity. The U.S. dollars is the required currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, any Guarantee or otherwise under this Indenture in a currency other than the Contractual Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer Issuers or the Guarantors shall only constitute a discharge to of the Issuer Issuers’ or the Guarantors’ obligations only to the extent of the amount in of the Contractual Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the Required Currency to be recovered is less than the amount in of the Contractual Required Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Issuers or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any further purchase of the Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuers and the Guarantors’; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Group S.A.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. dollar is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsNotes, including damages. Any amount with respect to the Notes received or recovered in a currency other than the Contractual Currency (U.S. dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond Note or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the U.S. dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Notes, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 12.17, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuer and each Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee. For the purposes of determining the amount in respect of the Covered Bonds or any judgement or order. Any a currency other than U.S. dollars, such loss amount shall be deemed to constitute a loss suffered determined using the Exchange Rate then in effect. For purposes of this Section 12.17, “Exchange Rate” means, on any day, the rate at which the currency other than U.S. dollars may be exchanged into U.S. dollars at approximately 11:00 a.m., New York City time, on such date on the Bloomberg Key Cross Currency Rates Page for the relevant currency. In the event that such rate does not appear on any Bloomberg Key Cross Currency Rate Page, the Exchange Rate shall be determined by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.Issuer in good faith. [[DMS:3863145v3:05/24/2019--10:26 AM]] (Signature Pages Follow) [[DMS:3863145v3:05/24/2019--10:26 AM]]

Appears in 1 contract

Samples: Indenture (Taylor Morrison Home Corp)

Currency Indemnity. The currency Specified Currency is (save as provided in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is Condition 7.9) the sole currency of account and payment for all sums payable by the Issuer under or in respect of connection with the Covered BondsNotes and the Coupons, including damages. Any amount received or recovered in a currency other than the Contractual Specified Currency (save as provided in Condition 7.9) (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer or otherwise) by any Holder of a Covered Bond Noteholder or Coupon Couponholder in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in of the Contractual Specified Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Specified Currency amount is less than the Specified Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon Coupon, the Issuer shall indemnify such Holder it against any loss sustained by such Holder it as a result. In any event, the Issuer shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Condition, it will be sufficient for the Noteholder or Couponholder, as the case may be, to demonstrate that it would have suffered a loss had an actual purchase which is reasonably incurredbeen made. These The indemnities under this Condition 19 will (i) constitute a separate and independent obligation from the Issuer’s other obligationsobligations under the Conditions, shall (ii) give rise to a separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by any Holder of a Covered Bond Noteholder or Coupon Couponholder and shall (iv) continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or Coupon or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Copy Sixth Supplemental Agency Agreement

Currency Indemnity. The Dollars are the sole currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by the Issuer Issuers or any Guarantor under or in respect of connection with the Covered BondsNotes, this Indenture and the Note Guarantees, including damages. Any amount with respect to the Notes, this Indenture the Note Guarantees or the other Notes Documents received or recovered in a currency other than the Contractual Currency (Required Currency, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuers or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee or Paying Agent or Collateral Agent, in respect of any sum expressed to be due to it from the Issuer shall Issuers or any Guarantor will only constitute a discharge to the Issuer Issuers or any Guarantor to the extent of the Required Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). 135 If that the Required Currency amount is less than the Required Currency amount in the Contractual Currency expressed to be due to any Holder the recipient or the Trustee or Paying Agent or Collateral Custodian under the Notes, each of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall Issuers and each Guarantor will indemnify such Holder recipient and/or the Trustee or Paying Agent or Collateral Custodian against any loss sustained by such Holder it as a result. In any event, the Issuer shall Issuers and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee or Paying Agent or Collateral Custodian to certify in a manner satisfactory to the Issuers (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuers’ and each Guarantor’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee or Paying Agent or Collateral Custodian (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee or Collateral Custodian. For the purposes of determining the amount in respect of a currency other than the Covered Bonds or any judgement or order. Any Required Currency, such loss amount shall be deemed to constitute a loss suffered by determined using the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerExchange Rate then in effect.

Appears in 1 contract

Samples: Indenture (Hawaiian Holdings Inc)

Currency Indemnity. The currency in which Subject to paragraph 2 of the Covered Bonds are denominated orNotes, if different, payable, as specified in the Final Terms (the “Contractual Currency”), euro is the sole currency of account and payment for all sums payable by the Issuer Issuers or any Guarantor under or in respect of connection with the Covered BondsNotes, including damages. Any amount with respect to the Notes or the Guarantees thereof received or recovered in a currency other than the Contractual Currency (euro, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of either Issuer or any Guarantor or otherwise by any Holder of a Covered Bond Holder, any Paying Agent or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall Issuers or any Guarantor will only constitute a discharge to the Issuer Issuers or any Guarantor to the extent of the euro amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that such receipt or recovery (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so). If that euro amount is less than the euro amount in the Contractual Currency expressed to be due to the recipient, any Holder of a Covered Bond Paying Agent or Coupon in respect of such Covered Bond or Coupon the Trustee under the Notes, the Issuer shall and each Guarantor will indemnify such Holder recipient, Paying Agent and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall Issuers and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 12.17, it shall be prima facie evidence of the matter stated therein, for a Holder, any Paying Agent or the Trustee to certify in a manner satisfactory to the Issuers (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuers’ and each Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder Holder, any Paying Agent or the Trustee (other than a waiver of a Covered Bond or Coupon the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect under any Note or to any Paying Agent or the Trustee. For the purposes of the Covered Bonds or any judgement or order. Any such loss this Section 12.17, it shall be deemed sufficient for the Trustee, any Paying Agent or the Holder, as applicable, to constitute certify (indicating the sources of information used) that it would have suffered a loss suffered by had the relevant Holder actual purchase of euro been made with the amount so received in that other currency on the date of receipt or recovery (or, if a Covered Bond or Coupon and no proof or evidence purchase of any actual loss will euro on such date had not been practicable due to current market conditions generally, on the first date on which it would have been practicable, it being required that the need for a change of date be required by certified in the Issuermanner mentioned above).

Appears in 1 contract

Samples: Indenture (Kraton Corp)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in Issuers under this Indenture with respect of to the Covered Bonds, including damagesEuro Notes is euro and with respect to the Dollar Notes is Dollars. Any amount received or recovered in a currency other than euros in respect of the Contractual Currency Euro Notes or Dollars in respect of the Dollar Notes (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Issuers, any Subsidiary or otherwise) by any the Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only Issuers will constitute a discharge to of the Issuer Issuers only to the extent of the euro amount in or Dollars amount, as the Contractual Currency case may be, which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that euro amount or Dollars amount, as the case may be, is less than the applicable euro amount in or Dollars amount, as the Contractual Currency case may be, expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall Issuers will indemnify such Holder the recipient against any loss sustained by such Holder it as a result. In any event, event the Issuer shall Issuers will indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the Holder to certify that it would have suffered a loss had an actual purchase of euro or Dollars amount, as the case may be, been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of euro or Dollars amount, as the case may be, on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable). These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsobligations of the Issuers, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Trinseo S.A.)

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Currency Indemnity. The 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 in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual "Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ") any amount due under this Agreement or under any other Loan Document in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether as a result ofthe "Currency Due"), or of the enforcement ofthen, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent permitted by law, conversion shall be made at the Currency Exchange Rate on the Business Day before the day on which judgment is given. In the event that there is a change in the Currency Exchange Rate between the Business Day before the day on which the judgment is given and the date of receipt by the Lender of the amount due, Borrower shall to the extent permitted by law, on the date of receipt by Lender, 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 Lender on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with (when converted at the amount so received or recovered in that other currency exchange rate on the date of that receipt by Lender in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or recovery (or, if it is not practicable to make that purchase on that date, on such other Loan Document in the first day on which it is practicable to do so)Currency Due. If that the amount of the Currency Due which the Lender is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, Borrower shall to the extent permitted by law indemnify and save Lender harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon deficiency. To the Issuer extent permitted by law, this indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities (i) constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Loan Documents, shall (ii) give rise to a separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by any Holder Lender from time to time, (iv) survive the payment in full of a Covered Bond or Coupon the Obligations and shall the termination of this Agreement, and (v) continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of any sum an amount due in respect of the Covered Bonds under this Agreement or any judgement other Loan Document or under any judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon Greystone Business Credit II LLC Loan and no proof or evidence of any actual loss will be required by the Issuer.Security Agreement

Appears in 1 contract

Samples: Loan and Security Agreement (Thomas Equipment, Inc.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture is Sterling. Any amount received or recovered in respect of the Notes or the Guarantees in a currency other than Sterling in respect of the Contractual Currency Notes, the Guarantees or the Indenture (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Issuer, any Subsidiary or otherwise) by any the Trustee, the Security Agent, the Paying Agent or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such parties from the Issuer shall only or the Guarantors will constitute a discharge to the Issuer of their obligation only to the extent of the Sterling amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that the Sterling amount to be recovered is less than the Sterling amount in the Contractual Currency expressed to be due to the recipient under this Indenture or any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any eventGuarantee, the Issuer or the Guarantors shall indemnify each such Holder the recipient against any the cost of making any further purchase of Sterling in an amount equal to such difference. For the purposes of this Section 12.13, it shall be sufficient for such party to certify that it would have suffered a loss had the actual purchase of Sterling been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of Sterling on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s and the Guarantors’ other obligations, shall ; (b) give rise to a separate and independent cause of action, shall ; (c) apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond the Security Agent or Coupon the Trustee; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under this Indenture, any Note or Guarantee or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (T F Bell Holdings LTD)

Currency Indemnity. The currency Any payment on account of an amount that is payable in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms U.S. dollars (the “Contractual Required Currency”) which is made to or for the account of any holder or the Trustee in lawful currency of any other jurisdiction (the “Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, of any judgment or order or the enforcement thereof or the liquidation of the enforcement ofIssuer or any Guarantor, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to of the Issuer or the Guarantor’s obligation under this Indenture and the Notes or Note Guarantee, as the case may be, only to the extent of the amount of the Required Currency with such holder or the Trustee, as the case may be, could purchase in the Contractual Currency which such Holder is able to purchase London foreign exchange markets with the amount so received or recovered of the Judgment Currency in that other currency on accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)Business Day following receipt of the payment in the Judgment Currency. If the amount of the Required Currency that amount could be so purchased is less than the amount in of the Contractual Required Currency expressed to be originally due to any Holder of a Covered Bond such holder or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder Trustee, as a result. In any eventthe case may be, the Issuer and the Guarantors shall indemnify each and hold harmless the holder or the Trustee, as the case may be, from and against all loss or damage arising out of, or as a result of, such Holder against any cost of making such purchase which is reasonably incurreddeficiency. These indemnities This indemnity shall constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture or the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond holder or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due hereunder or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.128

Appears in 1 contract

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all All sums payable by the Issuer Guarantors under this Guarantee shall be payable in respect of the Covered Bonds, including damagesRelevant Currency. Any amount received or recovered in a currency other than the Contractual Relevant Currency with respect to the Guaranteed Obligations (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer, any Guarantor, any Subsidiary of the Issuer or otherwise) by any Holder of a Covered Bond or Coupon Beneficiary in respect of any sum expressed to be due to it from the Issuer any Guarantor shall only constitute a discharge to the Issuer of such Guarantor only to the extent of the Relevant Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of receipt of that receipt or recovery (or, if it is not practicable possible C-7 to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that Relevant Currency amount is less than the Relevant Currency amount in the Contractual Currency expressed to be due to the recipient pursuant to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer Guaranteed Obligation, each Guarantor shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the relevant Beneficiary to certify (indicating the sources of information used) that it would have suffered a loss had the actual purchase of the Relevant Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Relevant Currency on such date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities indemnities, to the extent permitted by law: (1) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of each Guarantor; (2) shall give rise to a separate and independent cause of action, ; (3) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Beneficiary; and (4) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds Guaranteed Obligation, or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Deposit Agreement (Marconi Corp PLC)

Currency Indemnity. The Dollars are the sole currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by the Issuer Co-Issuers or any Guarantor under or in respect of connection with the Covered BondsNotes, 135 this Indenture and the Note Guarantees, including damages. Any amount with respect to the Notes, this Indenture the Note Guarantees or the other Notes Documents received or recovered in a currency other than the Contractual Currency (Required Currency, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Co-Issuers or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee or Paying Agent or Collateral Agent, in respect of any sum expressed to be due to it from the Issuer shall Co-Issuers or any Guarantor will only constitute a discharge to the Issuer Co-Issuers or any Guarantor to the extent of the Required Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that the Required Currency amount is less than the Required Currency amount in the Contractual Currency expressed to be due to any Holder the recipient or the Trustee or Paying Agent or Collateral Custodian under the Notes, each of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall Co-Issuers and each Guarantor will indemnify such Holder recipient and/or the Trustee or Paying Agent or Collateral Custodian against any loss sustained by such Holder it as a result. In any event, the Issuer shall Co-Issuers and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee or Paying Agent or Collateral Custodian to certify in a manner satisfactory to the Co-Issuers (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerCo-Issuers’ and each Guarantor’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee or Paying Agent or Collateral Custodian (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee or Collateral Custodian. For the purposes of determining the amount in respect of a currency other than the Covered Bonds or any judgement or order. Any Required Currency, such loss amount shall be deemed to constitute a loss suffered by determined using the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerExchange Rate then in effect.

Appears in 1 contract

Samples: Indenture (Spirit Airlines, Inc.)

Currency Indemnity. The Euros are the required currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, any Guarantee or otherwise under this Indenture in a currency other than the Contractual Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer Issuers or the Guarantors shall only constitute a discharge to of the Issuer Issuers’ or the Guarantors’ obligations only to the extent of the amount in of the Contractual Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the Required Currency to be recovered is less than the amount in of the Contractual Required Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Issuers or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any further purchase of the Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuers and the Guarantors’; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Group S.A.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in under this Indenture or the Notes with respect of to the Covered Bonds, including damagesSterling Notes is sterling and with respect to the Dollar Notes is dollars. Any amount received or recovered in a currency other than sterling or dollars, as the Contractual Currency case may be, under this Indenture or the Notes (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Company, any Subsidiary or otherwise) by the Holder, the Trustee or any Holder of a Covered Bond or Coupon other person in respect of any sum expressed to be due to it from the Issuer shall only will constitute a discharge to of the Issuer only to the extent of the amount in sterling or dollar amount, as the Contractual Currency case may be, which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that sterling amount or dollar amount, as the case may be, is less than the sterling amount in or dollar amount, as the Contractual Currency case may be, expressed to be due to the recipient under this Indenture or any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall will indemnify such Holder the recipient against any loss sustained by such Holder it as a result. In any event, event the Issuer shall will indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the Holder, the Trustee or such other person to certify that it would have suffered a loss had an actual purchase of sterling or dollars, as the case may be, been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of sterling or dollars, as the case may be, on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable). These indemnities constitute a separate and independent obligation from the other obligations of the Issuer’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon the Trustee and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under this Indenture or any judgement Note or any other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Supplemental Indenture (Liberty Global PLC)

Currency Indemnity. The currency in which Subject to Paragraph 2 of the Covered Bonds are denominated orSecurity, if different, payable, as specified in the Final Terms (the “Contractual Currency”), Euro is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsSecurities, including damages. Any amount with respect to the Securities or the Guarantees thereof received or recovered in a currency other than the Contractual Currency (Euro, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the Euro amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that such receipt or recovery (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so). If that Euro amount is less than the Euro amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Securities, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 11.12, it shall be prima facie evidence of the matter stated therein, for the Holder of a Security or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and each Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Security or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect under 120 US-DOCS\124080491.2 any Security or to the Trustee. For the purposes of the Covered Bonds or any judgement or order. Any such loss this Section 11.12, it shall be deemed sufficient for the Trustee or the Holder, as applicable, to constitute certify (indicating the sources of information used) that it would have suffered a loss suffered by had the relevant Holder actual purchase of Euro been made with the amount so received in that other currency on the date of receipt or recovery (or, if a Covered Bond or Coupon and no proof or evidence purchase of any actual loss will Euro on such date had not been practicable due to current market conditions generally, on the first date on which it would have been practicable, it being required that the need for a change of date be required by certified in the Issuermanner mentioned above).

Appears in 1 contract

Samples: Supplemental Indenture (Constellium Se)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgementjudgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: First Amending Agreement

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture is Sterling. Any amount received or recovered in respect of the Notes or the Guarantees in a currency other than Sterling in respect of the Contractual Currency Notes, the Guarantees or this Indenture (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Issuer, any Subsidiary or otherwise) by any the Trustee, the Security Agent, the Paying Agent or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such parties from the Issuer shall only or the Guarantors will constitute a discharge to the Issuer of their obligation only to the extent of the Sterling amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that the Sterling amount to be recovered is less than the Sterling amount in the Contractual Currency expressed to be due to the recipient under this Indenture or any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any eventGuarantee, the Issuer or the Guarantors shall indemnify each such Holder the recipient against any the cost of making any further purchase of Sterling in an amount equal to such difference. For the purposes of this Section 12.13, it shall be sufficient for such party to certify that it would have suffered a loss had the actual purchase of Sterling been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of Sterling on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s and the Guarantors’ other obligations, shall ; (b) give rise to a separate and independent cause of action, shall ; (c) apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond the Security Agent or Coupon the Trustee; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under this Indenture, any Note or Guarantee or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Townfrost LTD)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Bond, the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgementjudgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: First Amending Agreement

Currency Indemnity. The currency in which In the Covered Bonds are denominated orcase of (i) the Senior Euro Notes, if differentthe euro and (ii) the Senior Dollar Notes, payable, as specified in the Final Terms (the “Contractual Currency”)US Dollar, is the sole currency of account and payment for all sums payable by the Issuer Company or any Note Guarantor under or in respect of connection with the Covered BondsSenior Euro Notes and the Senior Dollar Notes, as the case may be, including damages. Any amount received or recovered in a currency other than euro (in the Contractual Currency case of the Senior Euro Notes) or the US Dollar (in the case the Senior Dollar Notes), whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Company or any Note Guarantor or otherwise by any Holder of a Covered Bond Senior Euro Note or Coupon a Senior Dollar Note, as the case may be, or by the Senior Trustee, in respect of any sum expressed to be due to it from the Issuer shall Company or any Note Guarantor will only constitute a discharge to the Issuer Company or any Note Guarantor to the extent of the euro amount in or the Contractual Currency US Dollar amount, as the case may be, which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). 121 If that euro amount is less than the euro amount in the Contractual Currency expressed to be due to the recipient or the Senior Trustee under any Holder of a Covered Bond Senior Euro Note, or Coupon in respect of such Covered Bond if that US Dollar amount is less than the US Dollar amount expressed to be due to the recipient or Coupon the Issuer shall Senior Trustee under any Senior Dollar Note, the Company and the relevant Note Guarantor will indemnify such Holder them against any loss sustained by such Holder recipient as a result. In any event, the Issuer shall Company and the relevant Note Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder of a Senior Note or the Senior Trustee to certify in a manner satisfactory to the Company (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerCompany’s and the Note Guarantors’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Senior Note or Coupon the Senior Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under any Senior Note or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerSenior Trustee.

Appears in 1 contract

Samples: Senior Indenture (Valentia Telecommunications)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. Dollar is the sole currency (the “Required Currency”) of account and payment for all sums payable by the Issuer Issuers or any Guarantor under or in respect of connection with the Covered BondsNotes, this Indenture and the Guarantees, including damages. Any amount with respect to the Notes, this Indenture or the Guarantees received or recovered in a currency other than the Contractual Currency (Required Currency, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuers or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee or Paying Agent, in respect of any sum expressed to be due to it from the Issuer shall Issuers or any Guarantor will only constitute a discharge to the Issuer Issuers or any Guarantor to the extent of the Required Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that Required Currency amount is less than the Required Currency amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond the Trustee or Coupon Paying Agent under the Issuer shall Notes, the Issuers and each Guarantor will indemnify such Holder recipient and/or the Trustee or Paying Agent against any loss sustained by such Holder it as a result. In any event, the Issuer shall Issuers and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee or Paying Agent to certify in a manner satisfactory to the Issuers (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuers’ and each Guarantor’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee or Paying Agent (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee. For the purposes of determining the amount in respect of a currency other than the Covered Bonds or any judgement or order. Any Required Currency, such loss amount shall be deemed to constitute a loss suffered by determined using the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerExchange Rate then in effect.

Appears in 1 contract

Samples: Atotech LTD

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. Dollar is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsSecurities, including damages. Any amount with respect to the Securities or the Guarantees thereof received or recovered in a currency other than the Contractual Currency (U.S. Dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the U.S. Dollar amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that such receipt or recovery (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so). If that U.S. Dollar amount is less than the U.S. Dollar amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Securities, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 11.12, it shall be prima facie evidence of the matter stated therein, for the Holder of a Security or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s 's and each Guarantor's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Security or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect under any Security or to the Trustee. For the purposes of the Covered Bonds or any judgement or order. Any such loss this Section 11.12, it shall be deemed sufficient for the Trustee or the Holder, as applicable, to constitute certify (indicating the sources of information used) that it would have suffered a loss suffered by had the relevant Holder actual purchase of U.S. Dollars been made with the amount so received in that other currency on the date of receipt or recovery (or, if a Covered Bond or Coupon and no proof or evidence purchase of any actual loss will U.S. Dollars on such date had not been practicable due to current market conditions generally, on the first date on which it would have been practicable, it being required that the need for a change of date be required by certified in the Issuer.manner mentioned above). 112

Appears in 1 contract

Samples: Supplemental Indenture (Constellium Se)

Currency Indemnity. The Any payment on account of an amount that is payable in euros which is made to or for the account of any Holder, the Trustee or the Paying Agent in lawful currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of any other jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, of any judgment or order or the enforcement thereof or the liquidation of the enforcement ofIssuer, a judgement the Parent Guarantor or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer Subsidiary Guarantor, if any, shall only constitute a discharge to of the Issuer Issuer’s, the Parent Guarantor’s or such Subsidiary Guarantor’s obligation under this Indenture and the Notes, the Guarantee, as the case may be, only to the extent of the amount in the Contractual Currency of euros which such Holder is able to or the Trustee, as the case may be, could purchase in the London foreign exchange markets with the amount so received or recovered of the Judgment Currency in that other currency on accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)Business Day following receipt of the payment in the Judgment Currency. If the amount of euros that amount could be so purchased is less than the amount in the Contractual Currency expressed to be of euros originally due to any such Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer Trustee, as the case may be, the Issuer, the Parent Guarantor and the Subsidiary Guarantors, if any, shall indemnify such and hold harmless the Holder or the Trustee, as the case may be, from and against any all loss sustained by such Holder or damage arising out of, or as a resultresult of, such deficiency. In any event, the Issuer This indemnity shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture or the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due hereunder or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Supplemental Indenture (Esterline Technologies Corp)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. Dollar is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsSecurities, including damages. Any amount with respect to the Securities or the Guarantees thereof received or recovered in a currency other than the Contractual Currency (U.S. Dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the U.S. Dollar amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that such receipt or recovery (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so). If that U.S. Dollar amount is less than the U.S. Dollar amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Securities, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 11.12, it shall be prima facie evidence of the matter stated therein, for the Holder of a Security or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s 's and each Guarantor's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Security or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect under 118 any Security or to the Trustee. For the purposes of the Covered Bonds or any judgement or order. Any such loss this Section 11.12, it shall be deemed sufficient for the Trustee or the Holder, as applicable, to constitute certify (indicating the sources of information used) that it would have suffered a loss suffered by had the relevant Holder actual purchase of U.S. Dollars been made with the amount so received in that other currency on the date of receipt or recovery (or, if a Covered Bond or Coupon and no proof or evidence purchase of any actual loss will U.S. Dollars on such date had not been practicable due to current market conditions generally, on the first date on which it would have been practicable, it being required that the need for a change of date be required by certified in the Issuermanner mentioned above).

Appears in 1 contract

Samples: Supplemental Indenture (Constellium Se)

Currency Indemnity. The currency All amounts payable under this Agreement are payable in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms US Dollars (the “Contractual Currency”"RELEVANT CURRENCY"), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Company or otherwise) by any Holder of a Covered Bond or Coupon the Lender in respect of any sum expressed to be due to it from the Issuer Company in a Relevant Currency in a currency other than such Relevant Currency shall only constitute a discharge to of the Issuer Company to the extent of the amount in the Contractual of such Relevant Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that amount of such Relevant Currency is less than the amount in the Contractual of such Relevant Currency expressed to be due to any Holder of a Covered Bond the recipient under the CGD Note or Coupon in respect of such Covered Bond or Coupon Subsidiary Guarantee, the Issuer Company shall indemnify such Holder recipient against any loss sustained by such Holder it as a result. In any event, the Issuer Company shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this Section, it will be sufficient for the Lender to certify in a reasonably satisfactory manner (indicating the sources of information used) that it would have suffered a loss had an actual purchase of such Relevant Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of such Relevant Currency on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable, it being required that the need for a change of date be certified in the manner mentioned above). These indemnities constitute a separate and independent obligation from the Issuer’s Company's other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon the Lender and shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of under the Covered Bonds CGD Note or Subsidiary Guarantee or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Loan Agreement (Mastellone Brothers Inc)

Currency Indemnity. The U.S. dollar is the required currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, any Guarantee or otherwise under this Indenture in a currency other than the Contractual Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer Issuers or the Guarantors shall only constitute a discharge to of the Issuer Issuers’ or the Guarantors’ obligations only to the extent of the amount in of the Contractual Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the Required Currency to be recovered is less than the amount in of the Contractual Required Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Issuers or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any further purchase of the Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuers and the Guarantors; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Finance Holdings S.A.)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual "Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect ") any amount due under this Agreement or under any of the Covered Bonds, including damages. Any amount received or recovered other Financing Agreements in a any currency other than the Contractual Judgment Currency (whether as the "Currency Due"), then conversion shall be made at the Exchange Rate prevailing on the Business Day before the day on which judgment is given for the purchase of the Currency Due with the Judgment Currency. In the event that there is a result ofchange in the Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Borrower will, 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Agent and Lenders on such date is the amount in the Contractual Judgment Currency which when converted at the Exchange Rate prevailing on the date of receipt by Agent is the amount then due under this Agreement or such Holder other of the Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, Borrower shall indemnify and save Agent and Lenders harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. The indemnity contained herein shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Financing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or any sum due in respect of the Covered Bonds other Financing Agreements or under any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Loan and Security Agreement (Haynes International Inc)

Currency Indemnity. The currency in which the Covered Bonds Notes are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Specified Currency”), is the sole permitted currency of account and payment for all sums payable by the Issuer in respect of the Covered BondsNotes, including damages. Any If any amount is received or recovered in a currency other than the Contractual Specified Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction or otherwisejurisdiction) by any Holder of a Covered Bond Note or Coupon in respect of any sum expressed to be due to it from the Issuer Issuer, such amount shall only constitute a discharge to the Issuer to the extent of the amount in the Contractual Specified Currency which such Holder is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that amount is less than the amount in the Contractual Specified Currency expressed to be due to any Holder of a Covered Bond Note or Coupon in respect of such Covered Bond Note or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder Xxxxxx as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond Note or Coupon and shall continue in full force and effect despite any judgementjudgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds Notes or any judgement judgment or order. Any such loss aforesaid shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond Note or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Final Terms

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms of such jurisdiction (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect ) any amount due under this Agreement or under any of the Covered Bonds, including damages. Any amount received or recovered other Financing Agreements in a any currency other than the Contractual Judgment Currency (whether as the “Currency Due”), then conversion shall be made at the Exchange Rate prevailing on the Business Day before the day on which judgment is given for the purchase of the Currency Due with the Judgment Currency. In the event that there is a result ofchange in the Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Borrower will, 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of Agent and Lenders on such date is the amount in the Contractual Judgment Currency which when converted at the Exchange Rate prevailing on the date of receipt by Agent is the amount then due under this Agreement or such Holder other of the Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in of the Contractual Currency expressed to be Due originally due to any Holder of it, Borrower shall indemnify and save Agent and Lenders harmless from and against loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. The indemnity contained herein shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement and the other Financing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon Agent from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Agreement or any sum due in respect of the Covered Bonds other Financing Agreements or under any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Loan and Security Agreement (Haynes International Inc)

Currency Indemnity. The U.S. dollars is the required currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, any Guarantee or otherwise under this Indenture in a currency other than the Contractual Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer Issuers or the Guarantors shall only constitute a discharge to of the Issuer Issuers’ or the Guarantors’ obligations only to the extent of the amount in of the Contractual Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the Required Currency to be recovered is less than the amount in of the Contractual Required Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Issuers or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any further purchase of the Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuers and the Guarantors’; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Group S.A.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of under this Indenture or the Covered Bonds, including damagesNotes is sterling. Any amount received or recovered in a currency other than sterling under this Indenture or the Contractual Currency Notes (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or dissolution of the Company, any Subsidiary or otherwise) by the Holder, the Trustee or any Holder of a Covered Bond or Coupon other person in respect of any sum expressed to be due to it from the Issuer shall only will constitute a discharge to of the Issuer only to the extent of the sterling amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that sterling amount is less than the sterling amount in the Contractual Currency expressed to be due to the recipient under this Indenture or any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall will indemnify such Holder the recipient against any loss sustained by such Holder it as a result. In any event, event the Issuer shall will indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the Holder, the Trustee or such other person to certify that it would have suffered a loss had an actual purchase of sterling been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of sterling on such date had not been practicable, on the first date on which is reasonably incurredit would have been practicable). These indemnities constitute a separate and independent obligation from the other obligations of the Issuer’s other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon the Trustee and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under this Indenture or any judgement Note or any other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Supplemental Indenture (Liberty Global PLC)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. dollars is the sole currency of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, the Guarantees or otherwise under this Indenture in a currency (the "Recovery Currency") other than the Contractual Currency U.S. dollars (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer, any Subsidiary of the Issuer or otherwise) by any a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer or the Subsidiary Guarantors shall only constitute a discharge to of the Issuer Issuer's or the Subsidiary Guarantors' obligations only to the extent of the dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase U.S. dollars on that date, on the first day date on which it is practicable possible to do so). If that the dollar amount to be recovered is less than the dollar amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any eventNote, the Issuer shall and the Subsidiary Guarantors agree to indemnify each such Holder the recipient against any the cost of making such purchase, the cost of such purchases in each case being determined by reference to the spot rate of exchange in New York, New York at which any such person on the date of such receipt or recovery is able to purchase which is reasonably incurredU.S. dollars With the Recovery Currency. These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuer and the Subsidiary Guarantors; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Notes or any judgement other judgment or order. Any such loss The term "spot rate of exchange" shall include any premiums and costs of exchange payable in connection with the purchase of, or conversion into, dollars. This Indenture may be signed in any number of counterparts each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute a loss suffered by but one and the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuersame Indenture.

Appears in 1 contract

Samples: TMM Lines LTD LLC

Currency Indemnity. The currency Any payment on account of an amount that is payable in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms U.S. dollars (the “Contractual Required Currency”) which is made to or for the account of any holder or the Trustee in lawful currency of any other jurisdiction (the “Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, of any judgment or order or the enforcement thereof or the liquidation of the enforcement ofIssuer or any Guarantor, a judgement or order of a court of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to of the Issuer or the Guarantors’ obligations under this Indenture and the Notes or Note Guarantee, as the case may be, only to the extent of the amount of the Required Currency with such holder or the Trustee, as the case may be, could purchase in the Contractual Currency which such Holder is able to purchase London foreign exchange markets with the amount so received or recovered of the Judgment Currency in that other currency on accordance with normal banking procedures at the date rate of that receipt or recovery (or, if it is not practicable to make that purchase on that date, exchange prevailing on the first day on which it is practicable to do so)Business Day following receipt of the payment in the Judgment Currency. If the amount of the Required Currency that amount could be so purchased is less than the amount in of the Contractual Required Currency expressed to be originally due to any Holder of a Covered Bond such holder or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder Trustee, as a result. In any eventthe case may be, the Issuer and the Guarantors shall indemnify each and hold harmless the holder or the Trustee, as the case may be, from and against all loss or damage arising out of, or as a result of, such Holder against any cost of making such purchase which is reasonably incurreddeficiency. These indemnities This indemnity shall constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Indenture or the Notes, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond holder or Coupon the Trustee from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due hereunder or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Carnival PLC)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), U.S. dollar is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsNotes, including damages. Any amount with respect to the Notes received or recovered in a currency other than the Contractual Currency (U.S. dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond Note or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the U.S. dollar amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Notes, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 12.17, it will be prima facie evidence of the matter stated therein, for the Holder of a Note or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the IssuerIssuer and each Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due under any Note or to the Trustee. For the purposes of determining the amount in respect of the Covered Bonds or any judgement or order. Any a currency other than U.S. dollars, such loss amount shall be deemed to constitute a loss suffered determined using the Exchange Rate then in effect. For purposes of this Section 12.17, “Exchange Rate” means, on any day, the rate at which the currency other than U.S. dollars may be exchanged into U.S. dollars at approximately 11:00 a.m., New York City time, on such date on the Bloomberg Key Cross Currency Rates Page for the relevant currency. In the event that such rate does not appear on any Bloomberg Key Cross Currency Rate Page, the Exchange Rate shall be determined by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerIssuer in good faith.

Appears in 1 contract

Samples: Indenture (Taylor Morrison Home Corp)

Currency Indemnity. The If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Note, it becomes necessary to convert into a particular currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Judgment Currency”), is the sole currency of account and payment for all sums payable by the Issuer ) any amount due under this Note in respect of the Covered Bonds, including damages. Any amount received or recovered in a any currency other than the Contractual Judgment Currency (whether the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given for the relevant currencies as publicized at such time by Bloomberg L.P. In the event that there is a result ofchange in the rate of exchange prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Holder of the amount due, the Corporation will, on the date of receipt by the Holder, 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 enforcement of, a judgement or order of a court of any jurisdiction or otherwise) amount received by any the Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of on such date is the amount in the Contractual Judgment Currency which such Holder is able to purchase with when converted at the amount so received or recovered in that other currency rate of exchange prevailing on the date of that receipt or recovery (or, if it by the Holder is not practicable to make that purchase on that date, on the first day on which it is practicable to do so)amount then due under this Note in the Currency Due. If that the amount of the Currency Due which the Holder is so able to purchase is less than the amount in of the Contractual Currency expressed to be Due originally due to any it, the Corporation shall indemnify and save the Holder of harmless from and against all loss or damage arising as a Covered Bond or Coupon in respect result of such Covered Bond or Coupon the Issuer deficiency. This indemnity shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a an obligation separate and independent obligation from the Issuer’s other obligationsobligations contained in this Note, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Holder of a Covered Bond or Coupon from time to time and shall continue in full force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum in respect of an amount due under this Note or under any sum due in respect of the Covered Bonds or any judgement judgment or order. Any For the avoidance of doubt, to the extent of any conflicts or inconsistencies, this Section 17 will apply to the Note in lieu of Section 1.14 of the Indenture, and such loss shall Section 1.14 of the Indenture will be deemed to constitute a loss suffered be replaced with this Section 17 to the extent of such conflict or inconsistency, mutatis mutandis, and any provisions of Section 1.14 of the Indenture not specifically addressed or amended by the relevant Holder of a Covered Bond or Coupon this Section 17 shall continue to apply and no proof or evidence of any actual loss will be required by the Issuercontrol.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Tilray Brands, Inc.)

Currency Indemnity. The currency in which Subject to Paragraph 2 of the Covered Bonds are denominated orSecurity, if different, payable, as specified in the Final Terms (the “Contractual Currency”), Euro is the sole currency of account and payment for all sums payable by the Issuer or any Guarantor under or in respect of connection with the Covered BondsSecurities, including damages. Any amount with respect to the Securities or the Guarantees thereof received or recovered in a currency other than the Contractual Currency (Euro, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding-up or otherwise) dissolution of the Issuer or any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or any Guarantor will only constitute a discharge to the Issuer or any Guarantor to the extent of the Euro amount in that the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that such receipt or recovery (or, if it is not practicable to make that such purchase on that such date, on the first day date on which it is practicable to do so). If that Euro amount is less than the Euro amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond the recipient or Coupon in respect of such Covered Bond or Coupon the Trustee under the Securities, the Issuer shall and each Guarantor will indemnify such Holder recipient and/or the Trustee against any loss sustained by such Holder it as a result. In any event, the Issuer shall and each Guarantor will indemnify each such Holder the recipient against any the cost of making any such purchase which is reasonably incurredpurchase. For the purposes of this Section 11.12, it shall be prima facie evidence of the matter stated therein, for the Holder of a Security or the Trustee to certify in a manner satisfactory to the Issuer (indicating the sources of information used) the loss it incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and each Guarantor’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Security or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect under any Security or to the Trustee. For the purposes of the Covered Bonds or any judgement or order. Any such loss this Section 11.12, it shall be deemed sufficient for the Trustee or the Holder, as applicable, to constitute certify (indicating the sources of information used) that it would have suffered a loss suffered by had the relevant Holder actual purchase of Euro been made with the amount so received in that other currency on the date of receipt or recovery (or, if a Covered Bond or Coupon and no proof or evidence purchase of any actual loss will Euro on such date had not been practicable due to current market conditions generally, on the first date on which it would have been practicable, it being required that the need for a change of date be required by certified in the Issuermanner mentioned above).

Appears in 1 contract

Samples: Indenture (Constellium N.V.)

Currency Indemnity. The U.S. dollar is the required currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Required Currency”), is the sole currency ) of account and payment for all sums payable by under the Issuer in respect of Notes, the Covered Bonds, including damagesGuarantees and this Indenture. Any amount received or recovered in respect of the Notes, any Guarantee or otherwise under this Indenture in a currency other than the Contractual Required Currency (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by any the Trustee or a Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it such Holder from the Issuer Issuers or the Guarantors shall only constitute a discharge to of the Issuer Issuers’ or the Guarantors’ obligations only to the extent of the amount in of the Contractual Required Currency which such Holder the recipient is able to purchase with the amount so received or recovered in that such other currency on the date of that receipt or recovery (or, if it is not practicable possible to make that purchase the Required Currency on that date, on the first day date on which it is practicable possible to do so). If that the amount of the applicable Required Currency to be recovered is less than the amount in of the Contractual Required Currency expressed to be due to the recipient under any Holder of a Covered Bond Note, the Issuers or Coupon in respect of such Covered Bond or Coupon the Issuer Guarantors shall indemnify such Holder the recipient against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making any further purchase of the Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the Required Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Required Currency on that date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuers and the Guarantors’; (b) shall give rise to a separate and independent cause of action, ; (c) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Holder; and (d) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Note or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Indenture (Ardagh Group S.A.)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency currency (the ―Denomination Currency‖) in which such Note is denominated or in which such amount is payable, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or otherwise) dissolution of the Issuer or otherwise (the ―Judgment Currency‖), by any the Holder of a Covered Bond or Coupon the Notes in respect of any sum expressed to be due to it from the Issuer or the Guarantor hereunder shall only constitute a discharge to of the Issuer only to the extent of the amount in of the Contractual Currency which such denomination currency that the Holder is able to purchase with the amount so received or recovered in that other the judgment currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If The Issuer agrees that amount is less than it will indemnify the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such relevant Holder against any loss sustained arising or resulting from any variation in rates of exchange between (i) the rate of exchange at which the denomination currency is converted into the judgment currency for the purpose of such judgment or order, winding up, dissolution or otherwise and (ii) the rate of exchange at which such Holder would have been able to purchase the denomination currency with the amount of the judgment currency actually received by such Holder as a result. In any event, the Issuer shall indemnify each if such Holder against any cost had utilized such amount of making judgment currency to purchase the denomination currency as promptly as practicable upon such purchase which is reasonably incurredHolder's receipt thereof. These indemnities This indemnity will constitute a separate and independent obligation from the Issuer’s other obligationsobligations contained in the terms and conditions of the Notes, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon from time to time and shall will continue in full force and effect despite notwithstanding any judgementjudgment, order, claim or proof for a liquidated amount sum or sums in respect of any sum amounts due in respect of the Covered Bonds relevant Note or under any judgement such judgment, order, claim or orderproof. Any such loss shall be deemed to constitute a loss suffered by The term ―rate of exchange‖ will include an allowance for any customary or reasonable premiums and costs of exchange payable in connection with the purchase of, or conversion into, the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuercurrency.

Appears in 1 contract

Samples: Supplemental Indenture

Currency Indemnity. The Any payment made to or for the account of or received by the Lender in respect of any moneys or liabilities due, arising or incurred by the Borrower to the Lender in a currency (the “Currency of Payment”) other than the currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms payment should have been made under this Agreement (the “Contractual CurrencyCurrency of Obligation), is the sole currency of account and payment for all sums payable by the Issuer ) in respect of the Covered Bonds, whatever circumstances (including damages. Any amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement of, a judgement or order of a court of any jurisdiction or otherwisejudgment against the Borrower) by any Holder of a Covered Bond or Coupon in respect of any sum expressed to be due to it from the Issuer and for whatever reason shall only constitute a discharge to the Issuer Borrower only to the extent of the Currency of Obligation amount in which the Contractual Currency which such Holder Lender, as the case may be, is able on the date of receipt of such payment (or if such date of receipt is not a Business Day, on the next succeeding Business Day) to purchase with the Currency of Payment amount at its spot rate of exchange (as conclusively determined by the Lender) in the London foreign exchange market. If the amount of the Currency of Obligation which the Lender is so received able to Purchase falls short of the amount originally due to the Lender under this Agreement, then the Borrower shall immediately on demand indemnify the Lender against any loss or recovered in that other currency on the date damage arising as a result of that receipt or recovery (or, if it is not practicable shortfall by paying to make the Lender that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount in the Contractual Currency expressed of Obligation certified by the Lender as necessary so to be due to any Holder of a Covered Bond or Coupon indemnify it. The indemnity in respect of such Covered Bond or Coupon the Issuer this clause 19.1 shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligationsobligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon from time to time and shall continue in full fall force and effect despite notwithstanding any judgement, order, claim judgment or proof order for a liquidated amount sum or sums in respect of amounts due under this Agreement or under any sum due in respect of the Covered Bonds or any judgement such judgment or order. Any such The certificate of the Lender as to the amount of any loss or damage sustained or incurred by it shall be deemed to constitute a loss suffered by conclusive and binding on the relevant Holder Borrower in the absence of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuermanifest error.

Appears in 1 contract

Samples: Agreement (Norsk Hydro a S A)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer and the Guarantors under or in respect of connection with the Covered BondsNotes and Note Guarantees thereof is U.S. dollars, including damages. Any amount received or recovered in a currency other than the Contractual Currency (U.S. dollars, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding- up or otherwise) dissolution of the Issuer, any Guarantor or otherwise by any Holder of a Covered Bond or Coupon by the Trustee, in respect of any sum expressed to be due to it from the Issuer shall or a Guarantor will only constitute a discharge to the Issuer or such Guarantor, as applicable, to the extent of the amount in U.S. dollar, as the Contractual Currency case may be, which such Holder the recipient is able to purchase with the amount so received or recovered in that other currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If that U.S. dollar amount is less than the U.S. dollar amount in the Contractual Currency expressed to be due to the recipient or the Trustee under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon Note, the Issuer shall and the Guarantors will indemnify such Holder them against any loss sustained by such Holder recipient or the Trustee as a result. In any event, the Issuer shall and the Guarantors will indemnify each such Holder the recipient or the Trustee on a joint or several basis against any the cost of making any such purchase which is purchase. For the purposes of this currency indemnity provision, it will be prima facie evidence of the matter stated therein for the Holder of a Note or the Trustee to certify in a manner reasonably incurredsatisfactory to the Issuer (indicating the sources of information used) the loss it Incurred in making any such purchase. These indemnities constitute a separate and independent obligation from the Issuer’s and the Guarantors’ other obligations, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond Note or Coupon the Trustee (other than a waiver of the indemnities set out herein) and shall will continue in full force and effect despite any judgementother judgment, order, claim or proof for a 72 liquidated amount in respect of any sum due in respect of under any Note, any Note Guarantee or to the Covered Bonds or any judgement or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the IssuerTrustee.

Appears in 1 contract

Samples: Altice USA, Inc.

Currency Indemnity. The currency This is an international loan transaction in which the Covered Bonds are denominated orspecification of U.S. Legal Tender is of the essence, if different, payable, as specified and the stipulated currency shall in each instance be the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for in all sums payable instances. A payment obligation in U.S. Legal Tender hereunder or under the Notes or Guarantees (the "ORIGINAL CURRENCY") shall not be discharged by an amount paid in another currency (the "OTHER CURRENCY"), whether pursuant to any judgment expressed in or converted into any Other Currency or in another place except to the extent that such tender or recovery results in the effective receipt by the Issuer in respect Holders of the Covered Bonds, including damages. Any full amount received or recovered in a currency other than the Contractual Currency (whether as a result of, or of the enforcement ofOriginal Currency payable to it under this Indenture or the Notes or Guarantees. If for the purpose of obtaining judgment in any court it is necessary to convert a sum due hereunder in the Original Currency into the Other Currency, a judgement or order the rate of a court exchange that shall be applied shall be that at which in accordance with normal banking procedures the Trustee could purchase Original Currency at its principal office with the Other Currency on the Business Day next preceding the day on which such judgment is rendered. The obligation of any jurisdiction or otherwise) by any Holder of a Covered Bond or Coupon the Issuer and the Subsidiary Guarantors in respect of any such sum expressed due from them to the Trustee or any Holder hereunder or under any other document (in this Section 10.15 called an "ENTITLED PERSON") shall, notwithstanding the rate of exchange actually applied in rendering such judgment, be discharged only to the extent that on the Business Day following receipt by such Entitled Person of any sum adjudged to be due to it from the Issuer shall only constitute a discharge to the Issuer to the extent of the amount hereunder in the Contractual Other Currency which such Holder is able Entitled Person may in accordance with normal banking procedures purchase and transfer the Original Currency to purchase New York with the amount of the judgment currency so received or recovered adjudged to be due; and the Issuer and the Subsidiary Guarantors each hereby, as a separate obligation and notwithstanding any such judgment, agrees jointly and severally to indemnify such Entitled Person against, and to pay such Entitled Person on demand, in that other currency on the date of that receipt or recovery (orOriginal Currency, if it is not practicable to make that purchase on that date, on the first day on which it is practicable to do so). If that amount is less than the amount (if any) by which the sum originally due to such Entitled Person in the Contractual Original Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon hereunder exceeds the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any event, the Issuer shall indemnify each such Holder against any cost of making such purchase which is reasonably incurred. These indemnities constitute a separate and independent obligation from the Issuer’s other obligations, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon and shall continue in full force and effect despite any judgement, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds or any judgement or orderOriginal Currency so purchased and transferred. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.ARTICLE ELEVEN

Appears in 1 contract

Samples: Indenture (Abraxas Petroleum Corp)

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all sums payable by the Issuer in respect of the Covered Bonds, including damages. Any amount received or recovered in a currency other than the Contractual Currency currency (the “Denomination Currency”) in which such Note is denominated or in which such amount is payable, whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or otherwise) dissolution of the Issuer or otherwise (the “Judgment Currency”), by any the Holder of a Covered Bond or Coupon the Notes in respect of any sum expressed to be due to it from the Issuer or the Guarantor hereunder shall only constitute a discharge to of the Issuer only to the extent of the amount in of the Contractual Currency which such denomination currency that the Holder is able to purchase with the amount so received or recovered in that other the judgment currency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the first day date on which it is practicable to do so). If The Issuer agrees that amount is less than it will indemnify the amount in the Contractual Currency expressed to be due to any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such relevant Holder against any loss sustained arising or resulting from any variation in rates of exchange between (i) the rate of exchange at which the denomination currency is converted into the judgment currency for the purpose of such judgment or order, winding up, dissolution or otherwise and (ii) the rate of exchange at which such Holder would have been able to purchase the denomination currency with the amount of the judgment currency actually received by such Holder as a result. In any event, the Issuer shall indemnify each if such Holder against any cost had utilized such amount of making judgment currency to purchase the denomination currency as promptly as practicable upon such purchase which is reasonably incurredHolder's receipt thereof. These indemnities This indemnity will constitute a separate and independent obligation from the Issuer’s other obligationsobligations contained in the terms and conditions of the Notes, shall will give rise to a separate and independent cause of action, shall will apply irrespective of any indulgence granted by any Holder of a Covered Bond or Coupon from time to time and shall will continue in full force and effect despite notwithstanding any judgementjudgment, order, claim or proof for a liquidated amount sum or sums in respect of any sum amounts due in respect of the Covered Bonds relevant Note or under any judgement such judgment, order, claim or orderproof. Any such loss shall be deemed to constitute a loss suffered by The term “rate of exchange” will include an allowance for any customary or reasonable premiums and costs of exchange payable in connection with the purchase of, or conversion into, the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuercurrency.

Appears in 1 contract

Samples: Supplemental Indenture

Currency Indemnity. The currency in which the Covered Bonds are denominated or, if different, payable, as specified in the Final Terms (the “Contractual Currency”), is the sole currency of account and payment for all All sums payable by the Issuer in respect or the Guarantors under the Senior Notes, the Guarantee of the Covered Bonds, including damagesSenior Notes and this Indenture shall be payable in the Relevant Currency. Any amount received or recovered in a currency other than the Contractual Relevant Currency with respect to the Senior Notes (whether as a result of, or of the enforcement of, a judgement judgment or order of a court of any jurisdiction jurisdiction, in the winding up or dissolution of the Issuer, any Guarantor, any Subsidiary of the Issuer or otherwise) ), by any the Holder of a Covered Bond or Coupon such Senior Notes in respect of any sum expressed to be due to it from the Issuer or any Guarantor shall only constitute a discharge to of the Issuer or any Guarantor only to the extent of the Relevant Currency amount in which the Contractual Currency which such Holder recipient is able to purchase with the amount so received or recovered in that other currency on the date of receipt of that receipt or recovery (or, if it is not practicable possible to make that purchase on that date, on the first day date on which it is practicable possible to do so). If that Relevant Currency amount is less than the Relevant Currency amount in the Contractual Currency expressed to be due to the recipient under any Holder of a Covered Bond or Coupon in respect of such Covered Bond or Coupon the Issuer shall indemnify such Holder against any loss sustained by such Holder as a result. In any eventSenior Note, the Issuer and each Guarantor, jointly and severally, shall indemnify each such Holder the recipient against any the cost of making any such purchase. For the purposes of this indemnity, it will be sufficient for the Holder to certify (indicating the sources of information used) that it would have suffered a loss had the actual purchase of the Relevant Currency been made with the amount so received in that other currency on the date of receipt or recovery (or, if a purchase of the Relevant Currency on such date had not been possible, on the first date on which is reasonably incurredit would have been possible). These indemnities indemnities, to the extent permitted by law: (1) constitute a separate and independent obligation from the Issuer’s other obligations, obligations of the Issuer and each Guarantor; (2) shall give rise to a separate and independent cause of action, ; (3) shall apply irrespective of any indulgence waiver granted by any Holder of a Covered Bond or Coupon Senior Notes; and (4) shall continue in full force and effect despite any judgementother judgment, order, claim or proof for a liquidated amount in respect of any sum due in respect of the Covered Bonds under any Senior Note, or any judgement other judgment or order. Any such loss shall be deemed to constitute a loss suffered by the relevant Holder of a Covered Bond or Coupon and no proof or evidence of any actual loss will be required by the Issuer.

Appears in 1 contract

Samples: Deposit Agreement (Marconi Corp PLC)

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