Common use of Currency Indemnity Clause in Contracts

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ of the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Financing Document, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Financing Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Lender of the amount due in immediately available fundsdue, the Guarantors shall Borrowers will, on the date of receipt by the Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the 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 payment, will produce receipt by the Lender is the amount then due under this Agreement or such other Financing Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Lender is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrowers shall indemnify and save the 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Financing Document or under any judgment or order.

Currency Indemnity. IfAny amount received or recovered in a currency other than the currency (the “Denomination Currency”) in which such Note is denominated or in which such amount is payable, for whether as a result of, or of the purpose enforcement of, a judgment or order of obtaining or enforcing judgment against Guarantor in any a court in of any jurisdiction, it becomes necessary to convert into any other currency in the winding up or dissolution of the Issuer or otherwise (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an ), by the Holder in respect of any sum expressed to be due to it from the Issuer or the Guarantors hereunder shall constitute a discharge of the Issuer only to the extent of the amount due under this Guaranty of the Denomination Currency that the Holder is able to purchase with the amount so received or recovered in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency on the date of that receipt or recovery (or, if it is not practicable to make that purchase on that date, on the conversion shall be made at first date on which it is practicable to do so). The Issuer agrees that it will indemnify the relevant Holder against any loss arising or resulting from any variation in rates of exchange between (i) the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on at which the Denomination Currency is converted into the Judgment Currency for the purpose of such judgment is givenor order, in the case of any proceeding in the courts of any other jurisdiction winding up, dissolution or otherwise and (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in ii) the rate of exchange prevailing between at which such Holder would have been able to purchase the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce Denomination Currency with the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated actually received by such Holder if such Holder had utilized such amount of Judgment Currency to purchase the Denomination Currency as promptly as practicable upon such Holder’s receipt thereof. This indemnity will constitute a separate and independent obligation from the other obligations contained in the judgment or judicial order at terms and conditions of the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as Notes, will give rise to a separate debt and shall not be affected by judgment being obtained independent cause of action, will apply irrespective of any indulgence granted from time to time and will continue in full force and effect notwithstanding any judgment, order, claim or proof for any other amounts due under a liquidated sum or sums in respect of this Guarantyamounts due in respect of the relevant Note or under any such judgment, order, claim or proof. The term “rate of exchange” will include an allowance for any customary or reasonable premiums and costs of exchange payable in connection with the purchase of, or conversion into, the relevant currency.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any of the other Loan Documents in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the exchange rate of exchange at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange rate prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Agent of the amount due in immediately available fundsdue, Borrowers will, on the Guarantors shall date of receipt by Agent, pay such additional amount (amounts, if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received by Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Agent is able to purchase is less than the amount of’ of the Currency Due originally due to it, Borrowers and Guarantors shall indemnify and save Agent harmless from and against loss or damage arising as a result of such deficiency. If the amount of the Judgment Currency stipulated which Agent is able to purchase is greater than the amount of the Judgment Currency original due it, Agent agrees, so long as no Event of Default has occurred and is continuing, to return the amount of any excess to Borrowers (or to any other Person who may be entitled thereto under applicable law). 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into any other a particular currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Loan Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Agent of the amount due in immediately available fundsdue, the Guarantors shall Borrower will, on the date of receipt by the Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Agent is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrower shall indemnify and save the 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Loan Document or under any judgment or order.

Currency Indemnity. If, In the event that for the purpose of obtaining or enforcing judgment against Guarantor judgement in any court in of any jurisdiction, country or enforcement of any judgement by the Lenders it becomes necessary to convert into any other an amount of the currency due hereunder (such other currency being hereinafter in this Section 15 referred to as the “Judgment Agreed Currency”) ), into an amount due under this Guaranty in any of another currency (the “Obligation Judgement Currency”) other than ), then the Judgment amount due hereunder, expressed in the Judgement Currency, the conversion shall be made at determined on the basis of the rate of exchange prevailing at which the Facility Agent for account of the Lenders is able to purchase the relevant amount of the Judgement Currency on the Business Banking Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment judgement is given, given or on such earlier date as may be required by the procedural law of the court in which the case of any proceeding in the courts of any other jurisdiction judgement is sought (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Agreed Conversion Date”). If, in In the case event of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the such rate of exchange prevailing between the Judgment Agreed Conversion Date and the date of actual receipt of the amount due in immediately available fundspayment, the Guarantors Borrower shall pay such additional amount amounts of the Judgement Currency (if any, but in any event not a lesser amountor the Lenders through the Facility Agent shall remit to the Borrower amounts of such currency) as may be necessary appropriate to ensure that the amount actually received in amounts of the Judgment CurrencyJudgement Currency paid by the Borrower, when converted at the rate of exchange as defined above prevailing on at the date of actual payment, will shall produce in total the amount of the Obligation Agreed Currency which could have been purchased due hereunder together with any premium or costs of exchange payable in connection with the amount of’ purchase or conversion into the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion DateAgreed Currency. Any amount such additional amounts due from the Guarantors under this Section 15 shall be due as a separate debt and shall not be affected by judgment a judgement being obtained for any other amounts sums due under or in respect of this GuarantyCredit Agreement.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 16 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 16 being hereinafter in this Section 15 16 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ of the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 16 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Financing Document, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Financing Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Lenders are able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Lenders of the amount due in immediately available fundsdue, the Guarantors shall Borrowers will, on the date of receipt by the Lenders, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the Lenders on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the Lenders is the amount then due under this Agreement or such other Financing Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Lenders are so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrowers shall indemnify and save 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 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Financing Document or under any judgment or order.

Currency Indemnity. (a) U.S. Dollars is the sole currency of account and payment for all sums payable by the Company and under or in connection with the Notes or this Indenture. The Company’s obligations under the Notes and this Indenture to the Trustee and the Holders of the Notes to make payment in U.S. Dollars shall not be discharged or satisfied by any tender or recovery pursuant to any judgment expressed in or converted into any other currency (in this Section, the “Judgment Currency”) or in another place except to the extent that on the Business Day following receipt of any sum adjudged to be so due in the Judgment Currency the payee may in accordance with normal banking procedures purchase U.S. Dollars in the amount originally due with the Judgment Currency. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdictioncourt, it becomes is necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount a sum due under the Notes and this Guaranty Indenture in any currency (the “Obligation Currency”) other than the U.S. Dollars into a Judgment Currency, the conversion shall be made at the rate of exchange prevailing shall be that at which, in accordance with normal banking procedures, such payee could purchase such U.S. Dollars in New York, New York with the Judgment Currency on the Business Day immediately preceding (a) the date of actual payment of the amount due, day on which such judgment is rendered. The Company’s obligation in the case respect of any proceeding in such sum due under the courts of courts of the jurisdiction that will give effect to such conversion being made on such dateNotes and this Indenture shall, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in notwithstanding the rate of exchange prevailing between actually applied in rendering such judgment, be discharged only to the Judgment Conversion Date extent that on the Business Day following receipt by the relevant payee of any sum adjudged to be due under the Notes and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received this Indenture in the Judgment CurrencyCurrency the relevant payee may, when converted at the rate of exchange prevailing on the date of paymentin accordance with normal banking procedures, will produce purchase and transfer U.S. Dollars to New York City with the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall so adjudged to be due (giving effect to any set-off or counterclaim taken into account in rendering such judgment). Accordingly, the Company, as a separate debt obligation and shall not be affected notwithstanding any such judgment, agrees to indemnify each of the Holders of the Notes and the Trustee against, and to pay on demand, in U.S. Dollars, the amount by judgment being obtained for any other amounts which the sum originally due to the Holders of the Notes or the Trustee in U.S. Dollars under or in respect the Notes and this Indenture exceeds the amount of this Guarantythe U.S. Dollars so purchased and transferred.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors Guarantor shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ of the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors Guarantor under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made pursuant to the Currency Exchange Convention at which Lender is able, on the rate of exchange relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange pursuant to the Currency Exchange Convention prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Lender of the amount due in immediately available fundsdue, Borrower will, on the Guarantors shall date of receipt by Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by Lender is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Lender is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrower shall indemnify and save Lender harmless from and against 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Financing Document, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any other Financing Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose "rate of exchange" means the rate at which the Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Lender of the amount due in immediately available fundsdue, the Guarantors shall Borrowers will, on the date of receipt by the Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the 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 payment, will produce receipt by the Lender is the amount then due under this Agreement or such other Financing Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Lender is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrowers shall indemnify and save the 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Financing Document or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made at the rate of exchange Exchange Rate at which Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange Exchange Rate prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Lender of the amount due in immediately available fundsdue, Borrowers will, on the Guarantors shall date of receipt by Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by Lender is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Lender is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrowers shall indemnify and save Lender harmless from and against 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day business day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 13 being hereinafter in this Section 15 13 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors Guarantor shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors Guarantor under this Section 15 13 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day business day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 155 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors Guarantor shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors Guarantor under this Section 15 13 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, Any payment made to or for the purpose account of obtaining an Administrative Agent or enforcing Lender in a Committed Currency or Other Currency pursuant to a judgment against Guarantor in or order of a court or tribunal of any court in any jurisdictionjurisdiction shall only constitute a discharge to Thomson or a Borrower to the extent of the Sterling amount which the Non-Canadian Administrative Agent is able, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual receipt by it of such payment of the amount duein such Committed Currency or Other Currency (or, in the case of any proceeding in such date which is not a Business Day, on the courts next succeeding Business Day), to purchase with the amount of courts of the jurisdiction that will give effect to such conversion being made Committed Currency or Other Currency so received by it on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce If the amount of the Obligation Original Currency which could have been so purchased with is less that the sum originally due to the Administrative Agents and the Lenders in the Original Currency, Thomson and the Borrowers agree, notwithstanding any such judgment set forth in Section 9.19(a) hereof, to indemnify the Administrative Agents and the Lenders against such loss or damage, and if the amount of’ of the Judgment Original Currency stipulated purchased exceeds the sum originally due to the Administrative Agents and Lenders in the Original Currency the Administrative Agents and Lenders agree to remit such excess to Thomson or the applicable Borrower. If the Sterling amount which the Non-Canadian Administrative Agent is so able to purchase falls short of the Sterling amount originally due to the Administrative Agents under any Loan Document, Thomson or the applicable Borrower shall indemnify and hold the Administrative Agents harmless against any loss or damage arising as a result and if the Sterling amount which the Administrative Agents and the Lenders are so able to purchase exceeds the Sterling amount owed to it, the Administrative Agents shall promptly remit such excess to Thomson or the applicable Borrower, it being understood by Thomson or the applicable Borrower that the Administrative Agents, by their acceptance of this Agreement, undertake to remit such excess. This indemnity shall constitute a separate and independent obligation from the other obligations contained in this Agreement, shall give rise to a separate and independent cause of action and shall apply irrespective of any indulgence granted by the Administrative Agents from time to time and shall continue in full force and effect notwithstanding any judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of this Guaranty.any amount due hereunder or under any such judgment or orders. [SIGNATURE PAGES FOLLOW]

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any other Loan Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose "rate of exchange" means the rate at which Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice at its head office in Portland, Maine. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Lender of the amount due in immediately available fundsdue, the Guarantors shall applicable Obligor will, on the date of receipt by Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Lender is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the applicable Obligor shall indemnify and save 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Loan Document or under any judgment or order.

Currency Indemnity. IfThis is an international loan transaction in which the specification of U.S. Legal Tender is of the essence, and the stipulated currency shall in each instance be the currency of account and payment in all instances. A payment obligation in U.S. Legal Tender hereunder or under the Notes or Guarantees (the "Original Currency") shall not be discharged by an amount paid in another currency (the "Other Currency"), whether pursuant to any judgment expressed in or converted into any Other Currency or in another place except to the extent that such tender or recovery results in the effective receipt by the Holders of the full amount of the Original Currency payable to it under this Indenture or the Notes or Guarantees. If for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes is necessary to convert a sum due hereunder in the Original Currency into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Other Currency, the conversion shall be made at the rate of exchange prevailing that shall be applied shall be that at which in accordance with normal banking procedures the Trustee could purchase Original Currency at its principal office with the Other Currency on the Business Day immediately next preceding (a) the date of actual payment day on which such judgment is rendered. The obligation of the amount due, Issuers and the Subsidiary Guarantors in the case respect of any proceeding in such sum due from them to the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, Trustee or (b) the date on which the judgment is given, in the case of any proceeding in the courts of Holder hereunder or under any other jurisdiction document (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If10.15 called an "Entitled Person") shall, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in notwithstanding the rate of exchange prevailing between actually applied in rendering such judgment, be discharged only to the Judgment Conversion Date extent that on the Business Day following receipt by such Entitled Person of any sum adjudged to be due hereunder in the Other Currency such Entitled Person may in accordance with normal banking procedures purchase and transfer the Original Currency to New York with the amount of the judgment currency so adjudged to be due; and the date of actual receipt of Issuers and the amount due Subsidiary Guarantors each hereby, as a separate obligation and notwithstanding any such judgment, agrees jointly and severally to indemnify such Entitled Person against, and to pay such Entitled Person on demand, in immediately available fundsthe Original Currency, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary by which the sum originally due to ensure that the amount actually received such Entitled Person in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce Original Currency hereunder exceeds the amount of the Obligation Original Currency which could have been so purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guarantytransferred.

Currency Indemnity. IfEuros, with respect to the Euro Notes and U.S. dollars, with respect to the Dollar Notes are the required currencies (each, a “Required Currency”) of account and payment for all sums payable under the purpose Notes, the Guarantees and this Indenture. Any amount received or recovered in respect of obtaining the Notes, any Guarantee or enforcing otherwise under this Indenture in a currency other than the applicable Required Currency (whether as a result of, or of the enforcement of, a judgment against Guarantor in any or order of a court in of any jurisdiction, it becomes necessary in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by the Trustee or a Holder in respect of any sum expressed to convert into any other currency (be due to such Holder from the Issuers or the Guarantors shall constitute a discharge of the Issuers’ or the Guarantors’ obligations only to the extent of the amount of the applicable Required Currency which the recipient is able to purchase with the amount so received or recovered in such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of paymentthat receipt or recovery (or, will produce if it is not possible to purchase the applicable Required Currency on that date, on the first date on which it is possible to do so). If the amount of the Obligation applicable Required Currency which could to be recovered is less than the amount of the applicable Required Currency expressed to be due to the recipient under any Note, the Issuers or the Guarantors shall indemnify the recipient against the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been purchased made with the amount of’ the Judgment Currency stipulated so received in the judgment or judicial order at the rate of exchange prevailing that other currency on the Judgment Conversion Datedate of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which it would have been possible). Any amount due The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Guarantors under this Section 15 other obligations of the Issuers and the Guarantors’; (b) shall be due as give rise to a separate debt and independent cause of action; (c) shall not be affected apply irrespective of any waiver granted by judgment being obtained for any Holder; and (d) shall continue in full force and effect despite any other amounts due under judgment, order, claim or proof for a liquidated amount in respect of this Guaranty.any sum due under any Note or other judgment or order. 108

Currency Indemnity. IfEuros with respect to Euro Notes, and dollars, with respect to the Dollar Notes are the required currencies (each, a “Required Currency”) of account and payment for all sums payable under the purpose Notes, the Guarantees and this Indenture. Any amount received or recovered in respect of obtaining the Notes, any Guarantee or enforcing otherwise under this Indenture in a currency other than the applicable Required Currency (whether as a result of, or of the enforcement of, a judgment against Guarantor in any or order of a court in of any jurisdiction, it becomes necessary in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by the Trustee or a Holder in respect of any sum expressed to convert into any other currency (be due to such Holder from the Issuers or the Guarantors shall constitute a discharge of the Issuers’ or the Guarantors’ obligations only to the extent of the amount of the applicable Required Currency which the recipient is able to purchase with the amount so received or recovered in such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of paymentthat receipt or recovery (or, will produce if it is not possible to purchase the applicable Required Currency on that date, on the first date on which it is possible to do so). If the amount of the Obligation applicable Required Currency which could to be recovered is less than the amount of the applicable Required Currency expressed to be due to the recipient under any Note, the Issuers or the Guarantors shall indemnify the recipient against the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been purchased made with the amount of’ the Judgment Currency stipulated so received in the judgment or judicial order at the rate of exchange prevailing that other currency on the Judgment Conversion Datedate of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which it would have been possible). Any amount due The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Guarantors under this Section 15 other obligations of the Issuers and the Guarantors’; (b) shall be due as give rise to a separate debt and independent cause of action; (c) shall not be affected apply irrespective of any waiver granted by judgment being obtained for any Holder; and (d) shall continue in full force and effect despite any other amounts due under judgment, order, claim or proof for a liquidated amount in respect of this Guaranty.any sum due under any Note or other judgment or order. 112

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into any other a particular currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Loan Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice at its head office. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day immediately preceding the day on which the judgment is given and the date of actual receipt by the Administrative Agent of the amount due in immediately available fundsdue, the Guarantors shall Loan Parties shall, on the date of receipt by the Administrative Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the Administrative Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Administrative Agent is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrower shall indemnify and save the 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this Guaranty.Agreement or any other Loan Document or under any judgment or order. 168

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose, in "rate of exchange" means the case of any proceeding in rate at which Lender is able, on the courts of any other jurisdiction (relevant date, to purchase the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as Currency Due with the “Judgment Conversion Date”)Currency. If, in In the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Lender of the amount due in immediately available fundsdue, Borrower will, on the Guarantors shall date of receipt by Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by Lender is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Lender is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrower shall indemnify and save Lender harmless from and against 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Financing Agreements or under any judgment or order.

Currency Indemnity. IfEuros with respect to Euro Notes, and U.S. dollars, with respect to the Dollar Notes are the required currencies (each, a “Required Currency”) of account and payment for all sums payable under the purpose Notes, the Guarantees and this Indenture. Any amount received or recovered in respect of obtaining the Notes, any Guarantee or enforcing otherwise under this Indenture in a currency other than the applicable Required Currency (whether as a result of, or of the enforcement of, a judgment against Guarantor in any or order of a court in of any jurisdiction, it becomes necessary in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by the Trustee or a Holder in respect of any sum expressed to convert into any other currency (be due to such Holder from the Issuers or the Guarantors shall constitute a discharge of the Issuers’ or the Guarantors’ obligations only to the extent of the amount of the applicable Required Currency which the recipient is able to purchase with the amount so received or recovered in such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of paymentthat receipt or recovery (or, will produce if it is not possible to purchase the applicable Required Currency on that date, on the first date on which it is possible to do so). If the amount of the Obligation applicable Required Currency which could to be recovered is less than the amount of the applicable Required Currency expressed to be due to the recipient under any Note, the Issuers or the Guarantors shall indemnify the recipient against the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been purchased made with the amount of’ the Judgment Currency stipulated so received in the judgment or judicial order at the rate of exchange prevailing that other currency on the Judgment Conversion Datedate of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which it would have been possible). Any amount due The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Guarantors under this Section 15 other obligations of the Issuers and the Guarantors’; (b) shall be due as give rise to a separate debt and independent cause of action; (c) shall not be affected apply irrespective of any waiver granted by judgment being obtained for any Holder; and (d) shall continue in full force and effect despite any other amounts due under judgment, order, claim or proof for a liquidated amount in respect of this Guarantyany sum due under any Note or other judgment or order.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 19 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction given (the applicable such date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 19 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt payment of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ of the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. If the amount of the Judgment Currency actually paid is greater than the sum originally due to the Collateral Agent or any Noteholder in the Obligation Currency, the Collateral Agent or such Noteholder agrees to return the amount of any excess to the Company (or to any other Person who may be entitled thereto under applicable law). Any amount due from the Guarantors under this Section 15 19 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into any other a particular currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Loan Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice at its head office. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Administrative Agent of the amount due in immediately available fundsdue, the Guarantors shall Borrower will, on the date of receipt by the Administrative Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the Administrative Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the Administrative Agent is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Administrative Agent is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrower shall indemnify and save the 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this Guaranty.Agreement or any other Loan Document or under any judgment or order. 187

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose, in “rate of exchange” means the rate at which the Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case of any proceeding may be, is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, of the amount due in immediately available fundsdue, Credit Parties will, on the Guarantors shall date of receipt by the applicable Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by such Administrative Agent and Revolving Lenders, the LC Facility Lenders and/or Term Loan Lenders on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by such Administrative Agent is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Revolving Administrative Agent and/or the LC Facility Administrative Agent, as the case may be, is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Credit Parties shall indemnify and save the 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 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against the Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors Guarantor shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ of the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors Guarantor under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. IfEuros with respect to Euro Notes, and dollars, with respect to the Dollar Notes are the required currencies (each, a “Required Currency”) of account and payment for all sums payable under the purpose Notes, the Guarantees and this Indenture. Any amount received or recovered in respect of obtaining the Notes, any Guarantee or enforcing otherwise under this Indenture in a currency other than the applicable Required Currency (whether as a result of, or of the enforcement of, a judgment against Guarantor in any or order of a court in of any jurisdiction, it becomes necessary in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by the Trustee or a Holder in respect of any sum expressed to convert into any other currency (be due to such Holder from the Issuers or the Guarantors shall constitute a discharge of the Issuers’ or the Guarantors’ obligations only to the extent of the amount of the applicable Required Currency which the recipient is able to purchase with the amount so received or recovered in such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of paymentthat receipt or recovery (or, will produce if it is not possible to purchase the applicable Required Currency on that date, on the first date on which it is possible to do so). If the amount of the Obligation applicable Required Currency which could to be recovered is less than the amount of the applicable Required Currency expressed to be due to the recipient under any Note, the Issuers or the Guarantors shall indemnify the recipient against the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been purchased made with the amount of’ the Judgment Currency stipulated so received in the judgment or judicial order at the rate of exchange prevailing that other currency on the Judgment Conversion Datedate of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which it would have been possible). Any amount due The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Guarantors under this Section 15 other obligations of the Issuers and the Guarantors’; (b) shall be due as give rise to a separate debt and independent cause of action; (c) shall not be affected apply irrespective of any waiver granted by judgment being obtained for any Holder; and (d) shall continue in full force and effect despite any other amounts due under judgment, order, claim or proof for a liquidated amount in respect of this Guarantyany sum due under any Note or other judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any of the other Loan Documents in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange Spot Rate at which the UK Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Applicable Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange Exchange Rate prevailing between the Judgment Conversion Date Applicable Business Day before the day on which the judgment is given and the date of actual receipt by the UK Agent of the amount due in immediately available fundsdue, the Guarantors shall UK Borrower will, on the date of receipt by the UK Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the UK Agent and the UK Lenders on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the UK Agent is the amount then due under this Agreement or such other of the Loan Documents in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the UK Agent is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the UK Borrower shall indemnify and save the UK Agent and the UK Lenders harmless from and against 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 UK Agent from time to time and shall continue in full force and effect notwithstanding any judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. IfThis is an international loan transaction in which the specification of U.S. Dollars is of the essence, and the stipulated currency shall in each instance be the currency of account and payment in all instances. A payment obligation in U.S. Dollars hereunder or under the Notes (the "Original Currency") shall not be discharged by an amount paid in another currency (the "Other Currency"), whether pursuant to any judgment expressed in or converted into any Other Currency or in another place except to the extent that such tender or recovery results in the effective receipt by the Holders of the full amount of the Original Currency payable to it under this Indenture or the Notes. If for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes is necessary to convert a sum due hereunder in the Original Currency into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Other Currency, the conversion shall be made at the rate of exchange prevailing that shall be applied shall be that at which in accordance with normal banking procedures the Trustee could purchase Original Currency at its principal office with the Other Currency on the Business Day immediately next preceding (a) the date of actual payment day on which such judgment is rendered. The obligation of the amount due, Issuers and the Subsidiary Guarantors in the case respect of any proceeding in such sum due from them to the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, Trustee or (b) the date on which the judgment is given, in the case of any proceeding in the courts of Holder hereunder or under any other jurisdiction document (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If10.15 called an "Entitled Person") shall, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in notwithstanding the rate of exchange prevailing between actually applied in rendering such judgment, be discharged only to the Judgment Conversion Date extent that on the Business Day following receipt by such Entitled Person of any sum adjudged to be due hereunder in the Other Currency such Entitled Person may in accordance with normal banking procedures purchase and transfer the Original Currency to New York with the amount of the judgment currency so adjudged to be due; and the date of actual receipt of Issuers and the amount due Subsidiary Guarantors each hereby, as a separate obligation and notwithstanding any such judgment, agrees jointly and severally to indemnify such Entitled Person against, and to pay such Entitled Person on demand, in immediately available fundsthe Original Currency, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary by which the sum originally due to ensure that the amount actually received such Entitled Person in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce Original Currency hereunder exceeds the amount of the Obligation Original Currency which could have been so purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guarantytransferred.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 14 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 14 being hereinafter in this Section 15 14 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors Guarantor shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors Guarantor under this Section 15 14 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any of the other Loan Documents in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange Spot Rate at which the UK Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Applicable Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange Exchange Rate prevailing between the Judgment Conversion Date Applicable Business Day before the day on which the judgment is given and the date of actual receipt by the UK Agent of the amount due in immediately available fundsdue, the Guarantors shall UK Borrowers will, on the date of receipt by the UK Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the UK Agent and the UK Lenders on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the UK Agent is the amount then due under this Agreement or such other of the Loan Documents in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the UK Agent is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the UK Borrowers shall indemnify and save the UK Agent and the UK Lenders harmless from and against 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 UK Agent from time to time and shall continue in full force and effect notwithstanding any judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made pursuant to the Currency Exchange Convention at which Lender is able, on the rate of exchange relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange pursuant to the Currency Exchange Convention prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Lender of the amount due in immediately available fundsdue, Borrower will, on the Guarantors shall date of receipt by Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by Lender is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Lender is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrower shall indemnify and save Lender harmless from and against 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into any other a particular currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Loan Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose, in “rate of exchange” means the case of any proceeding in the courts of any other jurisdiction (rate at which the applicable date as of which such conversion Lender is made pursuant able, on the relevant date, to this Section 15 being hereinafter purchase the Currency Due with the Judgment Currency in this Section 15 referred to as accordance with its normal practice at its head office in Txxxxxx, Xxxxxxx. In the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Lenders of the amount due in immediately available fundsdue, the Guarantors shall Borrower will, on the date of receipt by such Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by such Lender is the amount then due under this Agreement or such other Loan Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the applicable Lender is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrower shall indemnify and save such 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 a Lender from time to time and shall continue in full force and effect notwithstanding any judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Loan Document or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose, "rate of exchange" means the rate at which Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Lender of the amount due in immediately available fundsdue, Borrowers will, on the Guarantors shall date of receipt by Lender, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by 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 payment, will produce receipt by Lender is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Lender is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrowers shall indemnify and save Lender and Lenders harmless from and against 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any of the other Loan Documents in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made pursuant to the Currency Exchange Convention at which Administrative Agent is able, on the rate of exchange relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange pursuant to the Currency Exchange Convention prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Administrative Agent of the amount due in immediately available fundsdue, Borrowers will, on the Guarantors shall date of receipt by Administrative Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by Administrative Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Administrative Agent is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrowers shall indemnify and save Administrative Agent and Lenders harmless from and against 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 Administrative Agent or any Lender from time to time and shall continue in full force and effect notwithstanding any judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any of the other Loan Documents or under any judgment or order. The term "Currency Exchange Convention" as used herein shall mean the procedure used by Administrative Agent to value in United States Dollars, any amount expressed in any currency, other than United States Dollars, in each IBERIABANK/BBX CAPITAL SYNDICATED LOAN AND SECURITY AGREEMENT 4833-7494-6387.12 45083/0017 03/0202018 case by using the spot price for the purchase of United States Dollars with such other currency provided to Administrative Agent by the Reference Bank (or such other bank as Administrative Agent may specify fur such purpose) for the immediately preceding Business Day.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any of the other Financing Agreements, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty Agreement or under any of the other Financing Agreements in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be made pursuant to the Currency Exchange Convention at which Agent is able, on the rate of exchange relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given, in . In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange pursuant to the Currency Exchange Convention prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by Agent of the amount due in immediately available fundsdue, Borrowers and Guarantors will, on the Guarantors shall date of receipt by Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by Agent is the amount then due under this Agreement or such other of the Financing Agreements in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with Agent is able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, Borrowers and Guarantors shall indemnify and save Agent and Lenders harmless from and against 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 or any Lender from time to time and shall continue in full force and effect notwithstanding any judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this Guaranty.Agreement or any of the other Financing Agreements or under any judgment or order. The term "Currency Exchange Convention" as used herein shall mean the procedure used by Agent to value in US Dollars (i) the obligations or assets of Borrower or Guarantor that are originally measured in Canadian Dollars and (ii) any other amount expressed in Canadian Dollars or any other currency, other than US Dollars, in each case by using the spot price for the purchase of US Dollars with Canadian Dollars (or such other currency) provided to Agent by the Reference Bank (or such other bank as Agent may specify for such purpose) for the immediately preceding Business Day. 113

Currency Indemnity. IfDollars, with respect to the Dollar Notes and euros, with respect to the Euro Notes are the required currencies (each, a “Required Currency”) of account and payment for all sums payable under the purpose Notes, the Guarantees and this Indenture. Any amount received or recovered in respect of obtaining the Notes, any Guarantee or enforcing otherwise under this Indenture in a currency other than the applicable Required Currency (whether as a result of, or of the enforcement of, a judgment against Guarantor in any or order of a court in of any jurisdiction, it becomes necessary in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by the Trustee or a Holder in respect of any sum expressed to convert into any other currency (be due to such Holder from the Issuers or the Guarantors shall constitute a discharge of the Issuers’ or the Guarantors’ obligations only to the extent of the amount of the applicable Required Currency which the recipient is able to purchase with the amount so received or recovered in such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of paymentthat receipt or recovery (or, will produce if it is not possible to purchase the applicable Required Currency on that date, on the first date on which it is possible to do so). If the amount of the Obligation applicable Required Currency which could to be recovered is less than the amount of the applicable Required Currency expressed to be due to the recipient under any Note, the Issuers or the Guarantors shall indemnify the recipient against the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been purchased made with the amount of’ the Judgment Currency stipulated so received in the judgment or judicial order at the rate of exchange prevailing that other currency on the Judgment Conversion Datedate of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which it would have been possible). Any amount due The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Guarantors under this Section 15 other obligations of the Issuers and the Guarantors’; (b) shall be due as give rise to a separate debt and independent cause of action; (c) shall not be affected apply irrespective of any waiver granted by judgment being obtained for any Holder; and (d) shall continue in full force and effect despite any other amounts due under judgment, order, claim or proof for a liquidated amount in respect of this Guarantyany sum due under any Note or other judgment or order.

Currency Indemnity. If, for the purpose of obtaining or enforcing judgment against Guarantor in any court in any jurisdiction, it becomes necessary to convert into any other currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors Guarantor shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of payment, will produce the amount of the Obligation Currency which could have been purchased with the amount of’ the Judgment Currency stipulated in the judgment or judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors Guarantor under this Section 15 shall be due as a separate debt and shall not be affected by judgment being obtained for any other amounts due under or in respect of this Guaranty.

Currency Indemnity. IfDollars, with respect to the Dollar Notes and euros, with respect to the Euro Notes are the required currencies (each, a “Required Currency”) of account and payment for all sums payable under the purpose Notes, the Guarantees and this Indenture. Any amount received or recovered in respect of obtaining the Notes, any Guarantee or enforcing otherwise under this Indenture in a currency other than the applicable Required Currency (whether as a result of, or of the enforcement of, a judgment against Guarantor in any or 104 order of a court in of any jurisdiction, it becomes necessary in the winding up or dissolution of each Issuer, any Subsidiary or otherwise) by the Trustee or a Holder in respect of any sum expressed to convert into any other currency (be due to such Holder from the Issuers or the Guarantors shall constitute a discharge of the Issuers’ or the Guarantors’ obligations only to the extent of the amount of the applicable Required Currency which the recipient is able to purchase with the amount so received or recovered in such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an amount due under this Guaranty in any currency (the “Obligation Currency”) other than the Judgment Currency, the conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date on which the judgment is given, in the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, there is a change in the rate of exchange prevailing between the Judgment Conversion Date and the date of actual receipt of the amount due in immediately available funds, the Guarantors shall pay such additional amount (if any, but in any event not a lesser amount) as may be necessary to ensure that the amount actually received in the Judgment Currency, when converted at the rate of exchange prevailing on the date of paymentthat receipt or recovery (or, will produce if it is not possible to purchase the applicable Required Currency on that date, on the first date on which it is possible to do so). If the amount of the Obligation applicable Required Currency which could to be recovered is less than the amount of the applicable Required Currency expressed to be due to the recipient under any Note, the Issuers or the Guarantors shall indemnify the recipient against the cost of making any further purchase of the applicable Required Currency in an amount equal to such difference. For the purposes of this Section 12.14, it will be sufficient for the holder to certify that it would have suffered a loss had the actual purchase of the applicable Required Currency been purchased made with the amount of’ the Judgment Currency stipulated so received in the judgment or judicial order at the rate of exchange prevailing that other currency on the Judgment Conversion Datedate of receipt or recovery (or, if a purchase of the applicable Required Currency on that date had not been possible, on the first date on which it would have been possible). Any amount due The foregoing indemnities, to the extent permitted by law: (a) constitute a separate and independent obligation from the Guarantors under this Section 15 other obligations of the Issuers and the Guarantors’; (b) shall be due as give rise to a separate debt and independent cause of action; (c) shall not be affected apply irrespective of any waiver granted by judgment being obtained for any Holder; and (d) shall continue in full force and effect despite any other amounts due under judgment, order, claim or proof for a liquidated amount in respect of this Guaranty.any sum due under any Note or other judgment or order. 105

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing ------------------ judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to any Credit Document, it becomes necessary to convert into any other the currency of such jurisdiction (such other currency being hereinafter in this Section 15 referred to as the “"Judgment Currency”") an any amount due under this Guaranty any Credit Document in any currency (the “Obligation Currency”) ----------------- other than the Judgment CurrencyCurrency (the "Currency Due"), the then conversion shall be ------------ made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose, "rate of exchange" means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt payment of the amount due in immediately available fundsdue, the Guarantors shall Borrower will, on the day of payment, pay such additional amount (amount, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received in paid on such date is the amount it the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce payment is the amount then due under any Credit Document in the Currency Due. If the amount of the Obligation Currency Due which could have been purchased with the Administrative Agent is so able to purchase is less than the amount of’ of the Judgment Currency stipulated Due originally due to it, the Borrower shall indemnify and save the Administrative Agent harmless from and against 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of this Guarantyan amount due under any Credit Document or under any judgment or order.

Currency Indemnity. If, for the purpose purposes of obtaining or enforcing judgment against Guarantor in any court in any jurisdictionjurisdiction with respect to this Agreement or any other Loan Document, it becomes necessary to convert into any other a particular currency (such other currency being hereinafter in this Section 15 referred to as the “Judgment Currency”) an any amount due under this Guaranty Agreement or under any other Loan Document in any currency (the “Obligation Currency”) other than the Judgment CurrencyCurrency (the “Currency Due”), the then conversion shall be made at the rate of exchange prevailing on the Business Day immediately preceding (a) before the date of actual payment of the amount due, in the case of any proceeding in the courts of courts of the jurisdiction that will give effect to such conversion being made on such date, or (b) the date day on which the judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency in accordance with its normal practice at its head office. In the case of any proceeding in the courts of any other jurisdiction (the applicable date as of which such conversion is made pursuant to this Section 15 being hereinafter in this Section 15 referred to as the “Judgment Conversion Date”). If, in the case of any proceeding in the court of any jurisdiction referred to in the preceding paragraph, event that there is a change in the rate of exchange prevailing between the Judgment Conversion Date Business Day before the day on which the judgment is given and the date of actual receipt by the Administrative Agent of the amount due in immediately available fundsdue, the Guarantors shall Borrower will, on the date of receipt by the Administrative Agent, pay such additional amount (amounts, if any, but in any event not a lesser or be entitled to receive reimbursement of such amount) , if any, as may be necessary to ensure that the amount actually received by the Administrative Agent on such date is the amount in the Judgment Currency, Currency which when converted at the rate of exchange prevailing on the date of payment, will produce receipt by the 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 Administrative Agent is so able to purchase is less than the amount of the Obligation Currency which could have been purchased with Due originally due to it, the amount of’ Borrower shall indemnify and save the Judgment Currency stipulated 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 judicial order at the rate of exchange prevailing on the Judgment Conversion Date. Any amount due from the Guarantors under this Section 15 shall be due as for a separate debt and shall not be affected by judgment being obtained for any other amounts due under or liquidated sum in respect of an amount due under this GuarantyAgreement or any other Loan Document or under any judgment or order.