Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank 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 change 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 Bank of the amount due, the Canadian Borrower will, on the date of receipt by the Bank, 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 the Bank on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Document, the Canadian Borrower shall indemnify and save the Bank harmless from and against all loss or damage arising as a result of such deficiency.
Appears in 2 contracts
Samples: Loan and Security Agreement (Xenon Pharmaceuticals Inc.), Loan and Security Agreement (Xenon Pharmaceuticals Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Documentof the Related Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document of the Related Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Purchaser is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Purchaser of the amount due, the Canadian Borrower Company will, on the date of receipt by the BankPurchaser, 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 the Bank Purchaser on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Purchaser is the amount then due under this Agreement or such other Loan Document of the Related Agreements in the Currency Due. If the amount of the Currency Due which the Bank Purchaser is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company shall indemnify and save the Bank Purchaser harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the Related Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Purchaser from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Related Agreements or under any judgment or order.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Creative Vistas Inc), Securities Purchase Agreement (Creative Vistas Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Financing Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Financing Document in any currency other than the Judgment Currency (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 Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Financing Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Financing Document or under any judgment or order.
Appears in 2 contracts
Samples: Credit Agreement (Brookfield Infrastructure Corp), Credit Agreement (Brookfield Infrastructure Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Lender of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 2 contracts
Samples: Loan and Security Agreement (Safety Components International Inc), Loan and Security Agreement (Play by Play Toys & Novelties Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Documentof the Related Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document of the Related Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Purchaser is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Purchaser of the amount due, the Canadian Borrower Company will, on the date of receipt by the BankPurchaser, 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 the Bank Purchaser on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Purchaser is the amount then due under this Agreement or such other Loan Document of the Related Agreements in the Currency Due. If the amount of the Currency Due which the Bank Purchaser is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company shall indemnify and save the Bank Purchaser harmless from and against all loss or damage arising as a result of such deficiency.. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the Related Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Purchaser from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Related Agreements or under any judgment or order. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK
Appears in 2 contracts
Samples: Securities Purchase Agreement (Creative Vistas Inc), Securities Purchase Agreement (Creative Vistas Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Document, Other Document it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document of the Other Documents in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Other Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Other Documents or under any judgment or order.
Appears in 2 contracts
Samples: Security Agreement (Williams Industrial Services Group Inc.), Revolving Credit and Security Agreement (Williams Industrial Services Group Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Financing Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Financing Document in any currency other than the Judgment Currency (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 Bank is Lenders are able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Lenders of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankLenders, 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 the Bank Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lenders is the amount then due under this Agreement or such other Loan Financing Document in the Currency Due. If the amount of the Currency Due which the Bank is Lenders are so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lenders from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Financing Document or under any judgment or order.
Appears in 2 contracts
Samples: Credit Agreement (Brookfield Asset Management Inc.), Credit Agreement (Brookfield Asset Management Reinsurance Partners Ltd.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange Exchange Rate prevailing on the Business Day before the day on which judgment is given. For this purpose “rate given for the purchase of exchange” means the rate at which the Bank is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersCurrency. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange Exchange Rate prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian each Borrower shall indemnify and save the Bank Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 2 contracts
Samples: Loan and Security Agreement (Haynes International Inc), Loan and Security Agreement (Haynes International Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 2 contracts
Samples: Loan and Security Agreement (WHX Corp), Loan and Security Agreement (C&d Technologies Inc)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Txxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 2 contracts
Samples: Credit Agreement (Mercer International Inc.), Credit Agreement (Canwest Media Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Document, Document it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other of the Loan Document Documents in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Document, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiencyany deficiency in the amount Agent is able to purchase with respect to the original Currency Due. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.
Appears in 2 contracts
Samples: Credit Agreement (SeaSpine Holdings Corp), Credit Agreement (SeaSpine Holdings Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentAncillary Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Ancillary Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Laurus is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Laurus of the amount due, the Canadian Borrower Company will, on the date of receipt by the BankLaurus, 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 the Bank Laurus on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Laurus is the amount then due under this Agreement or such other Loan Document of the Ancillary Agreements in the Currency Due. If the amount of the Currency Due which the Bank Laurus is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company shall indemnify and save the Bank Laurus harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Ancillary Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by Laurus from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Ancillary Agreements or under any judgment or order.
Appears in 2 contracts
Samples: Security Agreement (Creative Vistas Inc), Security Agreement (Creative Vistas Inc)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 purpose, (A), in respect of any amount due in Canadian Dollars, “rate of exchange” means the rate average of the rates at which the Bank Canadian Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its their normal practice through at its bankershead office in Toronto, Ontario; and (B) in respect of any amount due in U.S. Dollars, “rate of exchange” means the average of the rates at which the U.S. Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with their normal practice at its head office in New York, New York. In the event that there is a change 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 Bank applicable Administrative Agent of the amount due, the Canadian applicable Borrower will, on the date of receipt by the Banksuch Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank such Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank such Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank applicable Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian applicable Borrower shall indemnify and save such Administrative Agent and the Bank Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 an Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 2 contracts
Samples: Credit Agreement (Tim Hortons Inc.), Credit Agreement (Tim Hortons Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Documentpayment due hereunder, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document hereunder in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Trustee is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractices. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower Company will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan Document hereunder in the Currency Due. If the amount of the Currency Due which the Bank is so Trustee would be able to purchase at such rate of exchange is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company shall indemnify and save the Bank Trustee and the Holders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained herein, shall give rise to a separate and independent cause of action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.
Appears in 2 contracts
Samples: Indenture (Flagstone Reinsurance Holdings LTD), Validus Holdings LTD
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in New York, New York. In the event that there is a change in the rate of exchange prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower willshall, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency, subject to and in accordance with Section 12.15. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 2 contracts
Samples: Financing Agreement (Beachbody Company, Inc.), Financing Agreement (Beachbody Company, Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Credit Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Credit Document in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in San Francisco, California. In the event that there is a change 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 Bank payment of the amount due, the Canadian applicable Borrower will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan any Credit Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian applicable Borrower shall indemnify and save the Bank Administrative Agent harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in any Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under any Credit Document or under any judgment or order.
Appears in 2 contracts
Samples: Credit Agreement (Max Capital Group Ltd.), Credit Agreement (Max Re Capital LTD)
Currency Indemnity. If, for the purposes of obtaining judgment against the Canadian Co-Issuer in any court in any jurisdiction with respect to this Agreement Base Indenture or any other Loan Transaction Document, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due under this Agreement Base Indenture or under any other Loan Transaction Document in any currency other than the Judgment Currency (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 Bank is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersSpot Rate. In the event that there is a change in the rate of exchange prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Bank Trustee of the amount due, the Canadian Borrower willCo-Issuer shall, on the date of receipt by the BankTrustee, 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 the Bank Trustee on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Trustee is the amount then due under this Agreement or such other Loan Transaction Document in the Currency Due. If the amount of the Currency Due which the Bank Trustee is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Co-Issuers shall jointly and severally indemnify and save the Bank Trustee and the Noteholders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Transaction Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Transaction Document or under any judgment or order.
Appears in 1 contract
Samples: Driven Brands Holdings Inc.
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Credit Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Credit Document in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the an Issuing Bank is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower Applicant will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in it the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan any Credit Document in the Currency Due. If the amount of the Currency Due which the Bank any Issuer Party is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Applicant shall indemnify and save the Bank Issuer Parties harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in any Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Issuer Parties from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under any Credit Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (ING U.S., Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Toronto, Ontario. In the event that there is a change in the rate of exchange prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower willshall, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (SSR Mining Inc.)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office. In the event that there is a change in the rate of exchange prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower willLoan Parties shall, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Senior Secured Term Loan Credit Agreement (Internap Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at pursuant to 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 Currency Exchange Convention at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange pursuant to the Currency Exchange Convention prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Lender of the amount due, the Canadian Borrower will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (Inverness Medical Innovations Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement any payment due hereunder or any other Loan Documentunder the Securities, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document hereunder in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Purchaser or a Holder of the Securities is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractices. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower Company will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan Document hereunder in the Currency Due. If the amount of the Currency Due which the Bank is so Purchaser or such Holder would be able to purchase at such rate of exchange is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company shall indemnify and save the Bank Purchaser and the Holders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained herein, shall give rise to a separate and independent cause of action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Document, Other Document it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document of the Other Documents in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on 159 which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Other Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Other Documents or under any judgment or order.
Appears in 1 contract
Samples: Security Agreement (Williams Industrial Services Group Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Document, Other Document it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document of the Other Documents in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Other Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect 194 notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Other Documents or under any judgment or order.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Dasan Zhone Solutions Inc)
Currency Indemnity. 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 the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 purpose, “rate of exchange” means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersoffice in Minneapolis, Minnesota. In the event that there is a change 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 Bank Agent of the amount due, the Canadian relevant Borrower will, on the date of receipt by the Bankrelevant Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian relevant Borrower shall indemnify and save the Bank Agent and the relevant Banks harmless from and against all loss or damage arising as a result of such deficiency.. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Agent or any Bank from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order. 102
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Commercial Vehicle Group, Inc.)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian Borrower will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount 135 of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other Obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Super Senior Credit Agreement (CPI Card Group Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 “purpose, "rate of exchange” " means the rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersCurrency. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (Quad Systems Corp /De/)
Currency Indemnity. 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 the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), 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 “purpose, "rate of exchange” " means the rate at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in San Francisco, California. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower Guarantor will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other any Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Guarantor shall indemnify and save the Bank Administrative Agent harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in any Loan Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under any Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Renaissancere Holdings LTD
Currency Indemnity. If, for the purposes of obtaining judgment in ------------------ any court in any jurisdiction with respect to this Agreement or any other Loan Credit Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment -------- Currency”") any amount due under this Agreement or under any other Loan Credit Document in any currency other than -------- the Judgment Currency (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 “purpose, "rate of exchange” " means the rate at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in San Francisco, California. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan any Credit Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in any Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under any Credit Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Reimbursement Agreement (Max Re Capital LTD)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers and Guarantors will, on the date of receipt by the BankAgent, 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 the Bank Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers and Guarantors shall indemnify and save the Bank Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Documentpayment due hereunder, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document hereunder in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Guarantee Trustee is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in Houston, Texas. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower Parent Guarantor will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan Document hereunder in the Currency Due. If the amount of the Currency Due which the Bank Trustee is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Parent Guarantor shall indemnify and save the Bank Guarantee Trustee, the Note Holders, and the Trust harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained herein, shall give rise to a separate and independent cause of action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.
Appears in 1 contract
Samples: Parent Guarantee Agreement (Geovera Insurance Holdings, Ltd.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 “purpose, "rate of exchange” " means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Credit Document, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Credit Document in any currency other than the Judgment Currency (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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractices. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Credit Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 Administrative Agent or the Lenders from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Credit Document or under any judgment or order.
Appears in 1 contract
Samples: Revolving Credit and Guaranty Agreement (Xerium Technologies Inc)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian Borrower will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency.. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order. 187
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan DocumentAgreement, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall will be made at the rate of exchange prevailing on the Business Day before the day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Bank applicable Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its their normal practice through its bankerspractice. In the event that there is a change 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 Bank applicable Lender of the amount due, the Canadian Borrower will, on the date of receipt by the Banksuch 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 the Bank such Lender on such date is the amount in the Judgment Currency Currency, which when converted at the rate of exchange prevailing on the date of receipt by the Bank such Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank applicable Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall will indemnify and save the Bank such Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity will constitute an obligation separate and independent from the other obligations contained in this Agreement, will give rise to a separate and independent cause of action, will apply irrespective of any indulgence granted by the Lenders from time to time and will continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan DocumentAgreement, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Banking Day before the day on which judgment is given. For this purpose “"rate of exchange” " means the rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersMain Branch in Toroxxx, Xxxxxxx. In Xx the event that there is a change in the rate of exchange prevailing between the Business Banking Day before the day on which the judgment is given and the date of receipt by the Bank payment of the amount due, the Canadian Borrower will, on the date of receipt by the Bankpayment, 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 the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase exceeds the amount of the Currency Due originally due to the Lender, the Lender shall promptly refund such excess to the Borrower. If the amount of the Currency Due which the Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto the Lender, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Geon Co)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Txxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Universal Security Instruments Inc)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 purpose, “rate of exchange” means the rate at which the Bank applicable Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Txxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Lenders of the amount due, the Canadian Borrower will, on the date of receipt by the Banksuch 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 the Bank such Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank such Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank applicable Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save such the Bank Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 a Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Bridge Facility Credit Agreement (Tim Hortons Inc.)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office. In the event that there is a change in the rate of exchange prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower willLoan Parties shall, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency.. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order. 168
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan DocumentCanadian Guarantee, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document Canadian Guarantee in any currency other than the Judgment Currency (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 Bank Canadian Collateral Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractices. In the event that there is a change 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 Bank Canadian Collateral Agent of the amount due, the Canadian Borrower Guarantors will, on the date of receipt by the BankCanadian Collateral Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Canadian Collateral Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Canadian Collateral Agent is the amount then due under this Agreement or such other Loan Document Canadian Guarantee in the Currency Due. If the amount of the Currency Due which the Bank Canadian Collateral Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the each Canadian Borrower Guarantor shall indemnify and save the Bank Canadian Collateral Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Canadian Guarantee, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Canadian Collateral Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Canadian Guarantee or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other of the Loan DocumentDocuments, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other of the Loan Document Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange Spot Rate 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 Bank 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 change in the rate of exchange Spot Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Lender of the amount due, the Canadian Borrower will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange Spot Rate prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other any of the Loan Document Documents in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement or the Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Loan Documents or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (BBX Capital Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or the Amended and Restated Note Purchase Agreement, the Notes, any other Loan DocumentSubsidiary Guarantee, any other guarantee or agreement related thereto or hereto, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under the Amended and Restated Note Purchase Agreement, the Notes, any other Loan Document Subsidiary Guarantee, any other guarantee or agreement related thereto or hereto in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate of exchange prevailing on the Business Day before the day on of which judgment is given. For this purpose purpose, “rate of exchange” means the rate at which the Bank a holder is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change in the exchange rate of exchange prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank holder of the amount due, the Canadian Borrower Guarantor will, on the date of receipt by the Bankholder, 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 the Bank such holder on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank such holder is the amount then due under this Agreement or such the Amended and Restated Note Purchase Agreement, the Notes, any other Loan Document Subsidiary Guarantee, any other guarantee or agreement related thereto or hereto in the Currency Due. If the amount of the Currency Due which the Bank holder is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Guarantor shall indemnify and save the Bank such holder harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the Amended and Restated Note Purchase Agreement, the Notes, any other Subsidiary Guarantee, any other guarantee and agreement related thereto or hereto, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or under the Amended and Restated Note Purchase Agreement, the Notes, any other Subsidiary Guarantee, any other guarantee or agreement related thereto or hereto or under any judgment or order.
Appears in 1 contract
Samples: Guarantee Agreement (Spirent PLC)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentDocuments, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Documents in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other of the Loan Document Documents in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other to it, Loan Document, the Canadian Borrower Parties shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Polyone Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 “purpose, "rate of exchange” " means the rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Lender and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), 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 Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Portland, Maine. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower applicable Obligor will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower applicable Obligor shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (First Aviation Services Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan DocumentAgreement, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 purpose, “rate of exchange” means the rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 purpose, (A), in respect of any amount due in Canadian Dollars, “rate of exchange” means the rate average of the rates at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with their normal practice at its head office in Toronto, Ontario; and (B) in respect of any amount due in U.S. Dollars or Euros, “rate of exchange” means the average of the rates 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 through at its bankershead office in Xxxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian applicable Borrower will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian applicable Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 an Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Tim Hortons Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Spot Rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Spot Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Lender of the amount due, the Canadian Borrower will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Samples: Loan Agreement (Galey & Lord Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Documentthe Documents, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document of the Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Banking Day before the day on which judgment is given. For this purpose “"rate of exchange” " means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Judgement Currency in accordance with its normal practice through at its bankersMain Branch in Toroxxx, Xxxxxxx. In Xn the event that there is a change in the rate of exchange prevailing between the Business Banking Day before the day on which the judgment is given and the date of receipt by the Bank payment of the amount due, the Canadian Borrower will, on the date of receipt by the Bankpayment, 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 the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan Document the Documents in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in the Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lenders from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under the Documents or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of 120 the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due Date with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgement is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other 107 obligations 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 Agent from time to time and shall continue in full fore and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (Thane International Inc)
Currency Indemnity. 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 the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), 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 Bank of Montreal is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in Montreal, Quebec, Canada. In the event that there is a change in the rate of exchange prevailing rxxx xx xxxxxxxx xxxxxxxxng between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (Pioneer Companies Inc)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Toxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other 108 obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), 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 “purpose, "rate of exchange” " means the rate at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in San Francisco, California. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other any Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in any Loan Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under any Loan Document or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Credit Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Credit Document in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersmain branch in London, England. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan any Credit Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in any Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under any Credit Document or under any judgment or order.
Appears in 1 contract
Samples: Letter of Credit Reimbursement Agreement (Max Re Capital LTD)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan DocumentGuarantee, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document Guarantee in any currency other than the Judgment Currency (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 Exchange Rate (as hereinafter defined) at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Guarantor will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document Guarantee in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Guarantor shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Guarantee, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Guarantee or under any judgment or order. As used herein, (i) “Business Day” shall mean any day other than Saturday or Sunday or a legal holiday on which commercial banks are authorized or required by law to be closed for business in Toronto, Ontario and East Brunswick, New Jersey, and (ii) “Exchange Rate” shall mean the prevailing spot rate of exchange of such 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 made under this Agreement.
Appears in 1 contract
Samples: Presstek Inc /De/
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 “purpose, "rate of exchange” " means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers and Guarantors will, on the date of receipt by the BankAgent, 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 the Bank Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers and Guarantors shall indemnify and save the Bank Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 purpose, (A), in respect of any amount due in Canadian Dollars, “rate of exchange” means the rate average of the rates at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with their normal practice at its head office in Toronto, Ontario; and (B) in respect of any amount due in U.S. Dollars, “rate of exchange” means the average of the rates 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 through at its bankershead office in Xxxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian Borrower will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 an Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Tim Hortons Inc.)
Currency Indemnity. 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 the currency of such jurisdiction (the “Judgment Currency”) into any amount due under this Agreement or under any other Loan Document in into any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the second Eurocurrency Business Day before the day on which judgment is given. For this purpose purpose, “rate of exchange” means the rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankersoffice in Minneapolis, Minnesota. In the event that there is a change in the rate of exchange prevailing between the second Eurocurrency Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Company will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company shall indemnify and save the Bank Agent and the relevant Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 Agent or any Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Best Buy Co Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Other Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Other Document in any currency other than the Judgment Currency (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 Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Other Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any Other Document or under any judgment or order.
Appears in 1 contract
Samples: Security Agreement (SMTC Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Documentpayment due hereunder, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document hereunder in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Trustee is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractices. In the event that there is a change 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 Bank payment of the amount due, the Canadian Borrower Company will, on the date day of receipt by the Bankpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank payment is the amount then due under this Agreement or such other Loan Document hereunder in the Currency Due. If the amount of the Currency Due which the Bank is so Trustee would be able to purchase at such rate of exchange is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Company and the Guarantor shall indemnify and save the Bank Trustee (including in its individual capacity) and the Holders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained herein, shall give rise to a separate and independent cause of action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.
Appears in 1 contract
Samples: Flagstone Reinsurance Holdings LTD
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Document, Other Document it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document of the Other Documents in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Other Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so 198 able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the Other Documents or under any judgment or order.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Dasan Zhone Solutions Inc)
Currency Indemnity. 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 the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing Spot Rate on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Bank 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 change in the rate of exchange prevailing Spot Rate between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Lender of the amount due, the Canadian Borrower willBorrowers shall, on the date of receipt by the BankLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing Spot Rate on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall jointly and severally indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall (i) constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, (ii) give rise to a Banc of America Commercial Finance Corporation Loan and Security Agreement -------------------------------------------------------------------------------- separate and independent cause of action, (iii) apply irrespective of any indulgence granted by Lender from time to time, (iv) survive the payment in full of the Obligations and the termination of this Agreement, and (v) continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Security Agreement (Franklin Electronic Publishers Inc)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, of the amount due, the Canadian Borrower Credit Parties will, on the date of receipt by the Bankapplicable Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by such Administrative Agent and Revolving Lenders, the Bank LC Facility Lenders and/or Term Loan Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank such Administrative Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Credit Parties shall indemnify and save the Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, and hold the Revolving Lenders, the LC Facility Lenders and/or the Term Loan Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 the Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “"Currency Due”"), then then, to the extent permitted by law, conversion shall be made at the rate of exchange prevailing Currency Exchange Rate on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Bank 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 change in the rate of exchange prevailing Currency Exchange Rate between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Lender of the amount due, Borrowers shall to the Canadian Borrower willextent permitted by law, on the date of receipt by the BankLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by the Bank Lender on such date is the amount in the Judgment Currency which (when converted at the currency exchange rate of exchange prevailing on the date of receipt by Lender in accordance with normal banking procedures in the Bank relevant jurisdiction) is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, Borrowers shall, to the Canadian Borrower shall extent permitted by law, jointly and severally, indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. To the extent permitted by law, this indemnity shall (i) constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, (ii) give rise to a separate and independent cause of action, (iii) apply irrespective of any indulgence granted by Lender from time to time, (iv) survive the payment in full of the Obligations and the termination of this Agreement, and (v) continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (Marine Growth Ventures Inc)
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower willshall, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. Tahoe Resources Inc. - Credit Agreement If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentDocuments, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Documents in any currency other than the Judgment Currency (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 Spot Rate at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Applicable Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Applicable Business Day before the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower US Borrowers will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent and the US Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other 102 of the Loan Document Documents in the Currency Due. If the amount of the Currency Due which the Bank US Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower US Borrowers shall indemnify and save the Bank Administrative Agent and the US Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect court, it is necessary to this Agreement convert a sum due hereunder or any other Loan DocumentDocument in one currency into another currency, the rate of exchange used shall be that at which, in accordance with normal banking procedures, the Administrative Agent could purchase the first currency with such other currency on the Business Day preceding that on which final judgment is given. The obligation of each Borrower in respect of any such sum due from it becomes necessary to convert into the Administrative Agent or any Lender hereunder or under the other Loan Documents shall, notwithstanding any judgment in a particular currency (the “Judgment Currency”) any amount due under other than that in which such sum is denominated in accordance with the applicable provisions of this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency DueAgreement Currency”), then conversion shall be made at discharged only to the rate of exchange prevailing extent that on the Business Day before following receipt by the day on which judgment is given. For this purpose “rate Administrative Agent or such Lender, as the case may be, of exchange” means any sum adjudged to be so due in the rate at which Judgment Currency, the Bank is ableAdministrative Agent or such Lender, on as the relevant datecase may be, to may in accordance with normal banking procedures purchase the Agreement Currency Due with the Judgment Currency in accordance with its normal practice through its bankers. In the event that there is a change 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 Bank of the amount due, the Canadian Borrower will, on the date of receipt by the Bank, 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 the Bank on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank is the amount then due under this Agreement or such other Loan Document in the Currency DueCurrency. If the amount of the Agreement Currency Due which the Bank is so able to purchase purchased is less than the sum originally due to the Administrative Agent or any Lender from any Borrower in the Agreement Currency, such Borrower agrees, as a separate obligation and notwithstanding any such judgment, to indemnify the Administrative Agent or such Lender, as the case may be, against such loss. If the amount of the Agreement Currency Due so purchased is greater than the sum originally due under this Agreement to the Administrative Agent or any other Loan DocumentLender in such currency, the Canadian Administrative Agent or such Lender, as the case may be, agrees to return the amount of any excess to such Borrower shall indemnify and save the Bank harmless from and against all loss (or damage arising as a result of such deficiencyto any other Person who may be entitled thereto under applicable law).
Appears in 1 contract
Samples: Credit Agreement (PPL Corp)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Financing Document, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any other Loan Financing Document in any currency other than the Judgment Currency (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 Bank Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in Xxxxxxx, Xxxxxxx. In the event that there is a change 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 Bank Lender of the amount due, the Canadian Borrower will, on the date of receipt by the BankLender, 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 the Bank Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Lender is the amount then due under this Agreement or such other Loan Financing Document in the Currency Due. If the amount of the Currency Due which the Bank Lender is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Lender harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Financing Document or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any other Loan Other Document, it becomes necessary to convert covert into a particular currency (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Other Document in any currency other than the Judgment Currency (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 Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractices. In the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers or Guarantor will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Other Document in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian each Borrower and Guarantor shall indemnify and save the Bank Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any Other Document or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 purpose, “rate of exchange” means the rate at which the Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankerspractice. In the event that there is a change 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 Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, of the amount due, the Canadian Borrower Credit Parties will, on the date of receipt by the Bankapplicable Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by such Administrative Agent and Revolving Lenders and/or the Bank LC Facility Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank such Administrative Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Credit Parties shall indemnify and save the Bank Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, and Revolving Lenders and/or the LC Facility Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 the Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Currency Indemnity. 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian Borrower will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which whichthat the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. This indemnity shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement, or any other Loan Document, or under any judgment or order.
Appears in 1 contract
Samples: First Lien Amending Agreement (CPI Card Group Inc.)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then such 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 purpose, “rate of exchange” means the rate at which the Bank 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 practice, hi the event that there is a change 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 Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order.
Appears in 1 contract
Samples: Loan and Security Agreement (Catalina Lighting Inc)
Currency Indemnity. (a) 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 (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”), 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 Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through at its bankershead office in New York, New York. In the event that there is a change 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 Bank Administrative Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due which the Bank Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. If the amount of the Currency Due which the Administrative Agent is so able to purchase exceeds the amount of the Currency Due originally due to it, the Administrative Agent shall remit such excess to the Borrowers.
Appears in 1 contract
Samples: Second Amendment and Restatement Agreement (Allegion PLC)
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentDocuments, it becomes necessary to convert into a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Document Documents in any currency other than the Judgment Currency (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 Spot Rate at which the Bank Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Applicable Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Applicable Business Day before the day on which the judgment is given and the date of receipt by the Bank Administrative Agent of the amount due, the Canadian Borrower US Borrowers will, on the date of receipt by the BankAdministrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Bank Administrative Agent and the US Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank 91 Administrative Agent is the amount then due under this Agreement or such other of the Loan Document Documents in the Currency Due. If the amount of the Currency Due which the Bank US Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower US Borrowers shall indemnify and save the Bank Administrative Agent and the US Lenders harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.
Appears in 1 contract
Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentFinancing Agreements, it becomes necessary to convert into a particular the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Document Financing Agreements in any currency other than the Judgment Currency (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 Exchange Rate at which the Bank Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice through its bankersprevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Bank Agent of the amount due, the Canadian Borrower Borrowers will, on the date of receipt by the BankAgent, 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 the Bank Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Bank Agent is the amount then due under this Agreement or such other Loan Document of the Financing Agreements in the Currency Due. If the amount of the Currency Due which the Bank Agent is so able to purchase is less than the amount of the Currency Due originally due under this Agreement or any other Loan Documentto it, the Canadian Borrower Borrowers shall indemnify and save the Bank Agent harmless from and against all loss or damage arising as a result of such deficiency.. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations 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 Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Financing Agreements or under any judgment or order. 115
Appears in 1 contract
Currency Indemnity. 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 a particular the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any other Loan Document in any currency other than the Judgment Currency (the “Currency Due”) (or for the purposes of Section 2.4(a)(iii)), then then, to the extent permitted by law, conversion shall be made at the rate of exchange prevailing Currency Exchange Rate on the Business Day before the day on which judgment is given. For this purpose “rate given (or for the purposes of exchange” means the rate at which the Bank is ableSection 2.4(a)(iii), on the relevant date, to purchase Business Day on which the Currency Due with payment was received by the Judgment Currency in accordance with its normal practice through its bankersapplicable Agent). In the event that there is a change in the rate of exchange prevailing Currency Exchange Rate between the Business Day before the day on which the judgment is given and the date of receipt by the Bank applicable Agent of the amount due, Borrowers shall to the Canadian Borrower willextent permitted by law, on the date of receipt by the Banksuch Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, any as may be necessary to ensure that the amount received by the Bank such Agent on such date is the amount in the Judgment Currency which (when converted at the rate of exchange prevailing Currency Exchange Rate on the date of receipt by such Agent in accordance with normal banking procedures in the Bank relevant jurisdiction) is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.4) which the Bank applicable Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.4) originally due under this Agreement or any other Loan Documentto it, Borrowers shall to the Canadian Borrower shall extent permitted by law jointly and severally indemnify and save the Bank such Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency; provided, that in no event shall Foreign Borrowers be liable with respect to any such deficiency arising out of the Obligations of US Borrowers. To the extent permitted by law, this indemnity shall (i) constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, (ii) give rise to a separate and independent cause of action, (iii) apply irrespective of any indulgence granted by any Agent or any Lender from time to time, (iv) survive the payment in full of the Obligations and the termination of this Agreement, and (v) continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any other Loan Document or under any judgment or order.
Appears in 1 contract
Samples: Credit Agreement (Sitel Corp)
