Common use of Currency Indemnity Clause in Contracts

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties will, on the date of receipt by Agent, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of 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 Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties shall indemnify and save Agent 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 any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose "rate of exchange" means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsCredit Document, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Credit Document in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose "rate of exchange" means the rate at which the Ad- ministrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Judgement Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its Main Branch in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Applicable Borrower will, on the date of receipt by Agentpayment, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents Credit Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Applicable Borrower shall indemnify and save Agent the Banks harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Credit Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent the Banks from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Credit Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsAgreement, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate Exchange Rate (as hereinafter defined) at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Loan Parties the applicable Guarantor will, on the date of receipt by the Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the 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 Currency Due which the Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties such Guarantor shall indemnify and save the Agent 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 any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.contained

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Txxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.. Tahoe Resources Inc. - Credit Agreement

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in New York, New York. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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, subject to and in accordance with Section 12.15. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency Exchange Rate prevailing on the Business Day before the day on which judgment is givengiven for the purchase of the Currency Due with the Judgment Currency. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange Exchange Rate prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties each Borrower 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate Exchange Rate at which such Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by such Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by such Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by such Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by such Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which such Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties shall Borrowers and Guarantors shall, indemnify and save Agent and each 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Txxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, Document it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall indemnify and save Agent harmless from and against loss or damage arising as a result of such deficiencyany deficiency in the amount Agent is able to purchase with respect to the original Currency Due. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, Other Document it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Other Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Other Document in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers shall indemnify and save Agent 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 Other Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Other Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which Agent the Bank is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice through its bankers. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent the Bank of the amount due, Loan Parties the Canadian Borrower will, on the date of receipt by Agentthe Bank, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent the Bank on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent the Bank is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which Agent the Bank is so able to purchase is less than the amount of the Currency Due originally due to itunder this Agreement or any other Loan Document, Loan Parties the Canadian Borrower shall indemnify and save Agent the Bank harmless from and against all loss or damage arising as a result of such deficiency. The indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, (A), in respect of any amount due in Canadian Dollars, “rate of exchange” means the average of the rates at which the Canadian Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing in accordance with their normal practice at its head office in Toronto, Ontario; and (B) in respect of any amount due in U.S. Dollars, “rate of exchange” means the average of the rates at which the U.S. Administrative Agent is able, on the Business Day before relevant date, to purchase the day on which judgment is givenCurrency Due with the Judgment Currency in accordance with their normal practice at its head office in New York, New York. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the applicable Administrative Agent of the amount due, Loan Parties the applicable Borrower will, on the date of receipt by such Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by such Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by such Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the applicable Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the applicable Borrower shall indemnify and save such Administrative Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. The This 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 an Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”"JUDGMENT CURRENCY") any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “Currency Due”"CURRENCY DUE"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which the judgment is given. For this purpose, "rate of exchange" means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the applicable Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to obtain reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or under such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the applicable 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsCredit Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Credit Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its main branch in San Francisco, California. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the applicable Borrower will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents any Credit Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the applicable Borrower shall indemnify and save the Administrative Agent harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsany Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Credit Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall indemnify and save Agent 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 DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documentspayment due hereunder, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents hereunder in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent the Trustee is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practices. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Company will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents hereunder in the Currency Due. If the amount of the Currency Due which Agent is the Trustee would be able to purchase at such rate of exchange is less than the amount of the Currency Due originally due to it, Loan Parties the Company shall indemnify and save Agent the Trustee and the Holders harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsherein, 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 action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents hereunder or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) into any amount due under this Agreement or under any of the other Loan Documents in Document into any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the second Eurocurrency Business Day before the day on which judgment is given. For this purpose, “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 prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its office in Minneapolis, Minnesota. In the event that there is a change in the rate of exchange rate prevailing between the second Eurocurrency Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Loan Parties the Company will, on the date of receipt by the Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Company shall indemnify and save the Agent and the relevant Lenders harmless from and against all loss or damage arising as a result of such deficiency. The This 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 or any Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of ------------------ obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Document in any currency ----------------- other than the Judgment Currency (the “"Currency Due”"), then conversion shall be ------------ made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, "rate of exchange" means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its main branch in San Francisco, California. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Borrower will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the any Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrower shall indemnify and save the Administrative Agent harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other any Loan DocumentsDocument, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Toronto, Ontario. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, If for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsOutstanding Amounts, it becomes necessary to convert into the currency of such jurisdiction (jurisdiction, being the “Judgment Currency”) Secondary Currency for the purpose of the definition herein of "Rate of Exchange", any amount due under this Agreement or under in any other currency, being the Primary Currency for the purpose of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”)definition herein of "Rate of Exchange", then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency Rate of Exchange prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate Rate of exchange rate Exchange prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties Primero will, on the date of receipt by Agentpayment, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Secondary Currency which when converted at the rate Rate of exchange Exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents in the Currency DuePrimary Currency. If the amount of the Primary Currency Due which Agent the Indemnified Party is so able to purchase is less than the amount of the Primary Currency Due originally due to it, Loan Parties Primero shall indemnify and save Agent the Indemnified Party harmless from and against all loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan DocumentsAgreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent the Indemnified Party from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsOther Document, it becomes necessary to convert covert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Other Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practices. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Loan Parties Borrowers or Guarantor will, on the date of receipt by the Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Agent is the amount then due under this Agreement or such other of the Loan Documents Other Document in the Currency Due. If the amount of the Currency Due which the Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties each Borrower and Guarantor shall indemnify and save the Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Other Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Other Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate at which Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing at the spot selling rate on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Administrative Agent of the amount due, Loan Parties the applicable Borrowers will, on the date of receipt by Administrative Agent, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by 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 Currency Due which Administrative Agent is able to purchase is less than the amount of the Currency Due originally due to it, the applicable Loan Parties shall indemnify and save Administrative Agent 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 any Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.. 17.18

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. Tahoe Resources Inc. - Credit Agreement If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of 120 the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall indemnify and save Agent 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 DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, Other Document it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Other Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Other Document in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers shall indemnify and save Agent 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 Other 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 194 notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Other Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Txxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. (a) If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in New York, New York. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers 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. The indemnity contained herein shall constitute an obligation separate and independent from If the other obligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or orderCurrency Due which the Administrative Agent is so able to purchase exceeds the amount of the Currency Due originally due to it, the Administrative Agent shall remit such excess to the Borrowers.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall indemnify and save Agent 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 108 obligations contained in this Agreement and the other Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. (a) If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Toronto, Ontario, or New York, New York. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in ------------------ any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsCredit Document, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment -------- Currency”") any amount due under this Agreement or under any of the other Loan Documents Credit Document in any currency other than -------- the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the ------------ rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, "rate of exchange" means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its main branch in San Francisco, California. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Borrower will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents any Credit Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrower shall indemnify and save the Administrative Agent harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsany Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Credit Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which either Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its office in Minneapolis, Minnesota. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by such Administrative Agent of the amount due, Loan Parties the relevant Borrower will, on the date of receipt by the relevant Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by such Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by such Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the relevant Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the relevant Borrower shall indemnify and save the relevant Administrative Agent and the relevant Lenders harmless from and against all loss or damage arising as a result of such deficiency. The This 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 or any Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then such conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In in accordance with its normal practice, hi the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsAgreement, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Banking Day before the day on which judgment is given. For this purpose "rate of exchange" means the rate at which Agent the Lender is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its Main Branch in Toroxxx, Xxxxxxx. In Xx the event that there is a change in the rate of exchange rate prevailing between the Business Banking Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Borrower will, on the date of receipt by Agentpayment, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents in the Currency Due. If the amount of the Currency Due which Agent the Lender is so able to purchase exceeds the amount of the Currency Due originally due to the Lender, the Lender shall promptly refund such excess to the Borrower. If the amount of the Currency Due which the Lender is so able to purchase is less than the amount of the Currency Due originally due to itthe Lender, Loan Parties the Borrower shall indemnify and save Agent the Lender harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan DocumentsAgreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent the Lender from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining ------------------ judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsCredit Document, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Credit Document in any currency ------------------- other than the Judgment Currency (the “"Currency Due”"), then conversion shall be ------------- made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, "rate of exchange" means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its main branch in San Francisco, California. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Borrower will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents any Credit Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrower shall indemnify and save the Administrative Agent harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsany Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Credit Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the required amount of the Currency Due with the Judgment Currency in accordance with its normal practice at its branch in Txxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.. Pretium Resources Inc. – Amended and Restated Credit Agreement

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsOther Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Other Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which the judgment is given. For this purpose “rate of exchange” means the rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrower will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Other Document in the Currency Due. If the amount of the Currency Due which Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrower shall indemnify and save Agent and Lenders harmless from and against all loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Other Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Other Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this 22725645.15 SSRI Credit Agreement Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Txxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Txxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.. Pretium Resources Inc. - Credit Agreement

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, Other Document it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Other Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Other Document in the Currency Due. If the amount of the Currency Due which Agent is 198 able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers shall indemnify and save Agent 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 Other Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Other Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Banking Day before the day on which judgment is given. For this purpose "rate of exchange" means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Judgement Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its Main Branch in Toroxxx, Xxxxxxx. In Xn the event that there is a change in the rate of exchange rate prevailing between the Business Banking Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Borrower will, on the date of receipt by Agentpayment, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents in the Currency Due. If the amount of the Currency Due which the Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrower shall indemnify and save Agent the Lenders harmless from and against loss or damage arising as a result of such deficiency. The This 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 the Lenders from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate Spot Rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Applicable Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Applicable Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the US Borrowers will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent and the US Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other 102 of the Loan Documents in the Currency Due. If the amount of the Currency Due which the US Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the US Borrowers shall indemnify and save the Administrative Agent and the US 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 any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing Spot Rate on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate prevailing Spot Rate between the Business Day before the day on which the judgment is given and the date of receipt by Agent Lender of the amount due, Loan Parties willBorrowers shall, on the date of receipt by AgentLender, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any as may be necessary to ensure that the amount received by Agent Lender on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing Spot Rate on the date of receipt by Agent Lender is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which Agent Lender is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall jointly and severally indemnify and save Agent Lender harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall (i) constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, shall (ii) give rise to a Banc of America Commercial Finance Corporation Loan and Security Agreement -------------------------------------------------------------------------------- separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by any Agent Lender from time to time time, (iv) survive the payment in full of the Obligations and shall the termination of this Agreement, and (v) continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate Spot Rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Applicable Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Applicable Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the US Borrowers will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent and the US Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the 91 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 Currency Due which the US Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the US Borrowers shall indemnify and save the Administrative Agent and the US 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 any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Collateral Agent, the Administrative Agent and/or the Investors is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in New York, New York. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Collateral Agent, the Administrative Agent and/or the Investors of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Collateral Agent, the Administrative Agent and/or the Investors, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Collateral Agent, the Administrative Agent and/or the Investors on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Collateral Agent, the Administrative Agent and/or the Investors is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Collateral Agent, the Administrative Agent and/or the Investors is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrower and the General Partner shall indemnify and save the Collateral Agent, the Administrative Agent and/or the Investors harmless from and against all loss or damage arising as a result of such deficiency. The This 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 the Collateral Agent, the Administrative Agent and/or the Investors from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsCredit Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Credit Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent an Issuing Bank is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Applicant will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in it the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents any Credit Document in the Currency Due. If the amount of the Currency Due which Agent any Issuer Party is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Applicant shall indemnify and save Agent the Issuer Parties harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsany Credit Document, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent the Issuer Parties from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Credit Document or under any judgment or order.

Currency Indemnity. (a) If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in New York, New York. In the event that there is a change in 144 the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers 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. The indemnity contained herein shall constitute an obligation separate and independent from If the other obligations contained in this Agreement and the other Loan Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or orderCurrency Due which the Administrative Agent is so able to purchase exceeds the amount of the Currency Due originally due to it, the Administrative Agent shall remit such excess to the Borrowers.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsGuarantee, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Guarantee in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate Exchange Rate (as hereinafter defined) at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Guarantor will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Guarantee in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Guarantor shall indemnify and save Agent 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 DocumentsGuarantee, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Guarantee or under any judgment or order. As used herein, (i) “Business Day” shall mean any day other than Saturday or Sunday or a legal holiday on which commercial banks are authorized or required by law to be closed for business in Toronto, Ontario and East Brunswick, New Jersey, and (ii) “Exchange Rate” shall mean the prevailing spot rate of exchange of such bank as Secured Party may reasonably select for the purpose of conversion of one currency to another, at or around 11:00 a.m. Toronto time, on the date on which any such conversion of currency is to be made under this Agreement.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, Other Document it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Other Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on ​ 159 which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Other Document in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers shall indemnify and save Agent 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 Other Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Other Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Toxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Loan Parties the Borrowers will, on the date of receipt by the Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Borrowers shall indemnify and save the Agent and the Lenders harmless from and against all loss or damage arising as a result of such deficiency. The This 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 the Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, "rate of exchange" means the rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers and Guarantors will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documentspayment due hereunder, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents hereunder in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent the Guarantee Trustee is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its main branch in Houston, Texas. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Parent Guarantor will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents hereunder in the Currency Due. If the amount of the Currency Due which Agent the Trustee is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Parent Guarantor shall indemnify and save Agent the Guarantee Trustee, the Note Holders, and the Trust harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsherein, 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 action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents hereunder or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, "rate of exchange" means the rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency Exchange Rate prevailing on the Business Day before the day on which judgment is givengiven for the purchase of the Currency Due with the Judgment Currency. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrower will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange Exchange Rate prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrower 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documentspayment due hereunder, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents hereunder in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent the Trustee is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practices. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent payment of the amount due, Loan Parties the Company will, on the date day of receipt by Agentpayment, pay such additional amountsamount, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent paid on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent payment is the amount then due under this Agreement or such other of the Loan Documents hereunder in the Currency Due. If the amount of the Currency Due which Agent is the Trustee would be able to purchase at such rate of exchange is less than the amount of the Currency Due originally due to it, Loan Parties the Company and the Guarantor shall indemnify and save Agent the Trustee (including in its individual capacity) and the Holders harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documentsherein, 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 action and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents hereunder or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”"JUDGMENT CURRENCY") any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”"CURRENCY DUE") (or for the purposes of the last paragraph of SECTION 1.4), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing Exchange Rate on the Business Day before the day on which judgment is givengiven (or for the purposes of the last paragraph of SECTION 1.4, on the Business Day on which the payment was received by Agent). In the event that there is a change in the rate of exchange rate prevailing Exchange Rate between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties willBorrowers shall, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing Exchange Rate on the date of receipt by Agent in accordance with normal banking procedures in the relevant jurisdiction is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of SECTION 1.4) which Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of SECTION 1.4) originally due to it, Loan Parties Borrowers shall jointly and severally indemnify and save Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency. The This indemnity contained herein shall (i) constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, shall (ii) give rise to a separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by Agent or any Agent Lender from time to time time, (iv) survive the payment in full of the Obligations and shall the termination of this Agreement, and (v) continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which 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 prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in Toronto, Ontario. In the event that there is a change in the rate of exchange rate prevailing xxxxxxxx xxxxxxling between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to obtain reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or under such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers and Guarantors will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its head office in 000 Xxxxxx Xxxxxx, XX-00-00-0000, Xxxxxxxxx, XX 00000. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before immediately preceding the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties willthe Borrower shall, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This 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 146 independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.. 147

Currency Indemnity. If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”) (or for the purposes of Section 2.4(a)(iii)), then then, to the extent permitted by law, conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing Exchange Rate on the Business Day before the day on which judgment is givengiven (or for the purposes of Section 2.4(a)(iii), on the Business Day on which the payment was received by the applicable Agent). In the event that there is a change in the rate of exchange rate prevailing Currency Exchange Rate between the Business Day before the day on which the judgment is given and the date of receipt by the applicable Agent of the amount due, Loan Parties willBorrowers shall to the extent permitted by law, on the date of receipt by such Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any as may be necessary to ensure that the amount received by such Agent on such date is the amount in the Judgment Currency which (when converted at the rate of exchange prevailing Currency Exchange Rate on the date of receipt by such Agent in accordance with normal banking procedures in the relevant jurisdiction) is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due (including any Currency Due for purposes of Section 2.4) which the applicable Agent is so able to purchase is less than the amount of the Currency Due (including any Currency Due for purposes of Section 2.4) originally due to it, Loan Parties Borrowers shall to the extent permitted by law jointly and severally indemnify and save such Agent and Lenders harmless from and against loss or damage arising as a result of such deficiency; provided, that in no event shall Foreign Borrowers be liable with respect to any such deficiency arising out of the Obligations of US Borrowers. The To the extent permitted by law, this indemnity contained herein shall (i) constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Documents, shall (ii) give rise to a separate and independent cause of action, shall (iii) apply irrespective of any indulgence granted by any Agent or any Lender from time to time time, (iv) survive the payment in full of the Obligations and shall the termination of this Agreement, and (v) continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan Documents, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of 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 Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties shall indemnify and save Agent 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 any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due Date with the Judgment Currency prevailing on the Business Day before the day on which judgment judgement is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall indemnify and save Agent 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 107 obligations contained in this Agreement and the other Loan DocumentsFinancing Agreements, 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 fore and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency Exchange Rate prevailing on the Business Day before the day on which judgment is givengiven for the purchase of the Currency Due with the Judgment Currency. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrower will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent and Lenders on such date is the amount in the Judgment Currency which when converted at the rate of exchange Exchange Rate prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrower 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 Loan DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Agreements, it becomes necessary to convert into the currency of such jurisdiction (the “"Judgment Currency”") any amount due under this Agreement or under any of the other Loan Documents Financing Agreements in any currency other than the Judgment Currency (the “"Currency Due”"), then conversion shall be made at the exchange rate Exchange Rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. In the event that there is a change in the rate of exchange rate Exchange Rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent of the amount due, Loan Parties Borrowers will, on the date of receipt by Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Agreements in the Currency Due. If the amount of the Currency Due which Agent is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties Borrowers shall indemnify and save Agent 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 DocumentsFinancing Agreements, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Agreements or under any judgment or order.. 115

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsFinancing Document, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Financing Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange rate at which Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is given. For this purpose “rate of exchange” means the rate at which the Administrative Agent is able, on the relevant date, to purchase the required amount of the Currency Due with the Judgment Currency in accordance with its normal practice at its branch in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Financing Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties 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. The This indemnity contained herein shall constitute an obligation separate and independent from the other obligations contained in this Agreement and the other Loan Financing Documents, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any the Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Financing Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the a particular currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, (A), in respect of any amount due in Canadian Dollars, “rate of exchange” means the average of the rates at which the Administrative Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing in accordance with their normal practice at its head office in Toronto, Ontario; and (B) in respect of any amount due in U.S. Dollars or Euros, “rate of exchange” means the average of the rates at which the Administrative Agent is able, on the Business Day before relevant date, to purchase the day on which judgment is givenCurrency Due with the Judgment Currency in accordance with its normal practice at its head office in Xxxxxxx, Xxxxxxx. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Administrative Agent of the amount due, Loan Parties the applicable Borrower will, on the date of receipt by the Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Administrative Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Administrative Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Administrative Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the applicable 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. The This 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 an Administrative Agent from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or the Amended and Restated Note Purchase Agreement, the Notes, any of the other Loan DocumentsSubsidiary Guarantee, any other guarantee or agreement related thereto or hereto, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under the Amended and Restated Note Purchase Agreement, the Notes, any of the other Loan Documents Subsidiary Guarantee, any other guarantee or agreement related thereto or hereto in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the exchange rate prevailing on the Business Day before the day of which judgment is given. For this purpose, “rate of exchange” means the rate at which Agent a holder is able, on the relevant date, to purchase the Currency Due in accordance with the Judgment Currency prevailing on the Business Day before the day on which judgment is givennormal practice. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by Agent the holder of the amount due, Loan Parties the Guarantor will, on the date of receipt by Agentthe holder, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by Agent such holder on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by Agent such holder is the amount then due under this Agreement or such the Amended and Restated Note Purchase Agreement, the Notes, any other of the Loan Documents Subsidiary Guarantee, any other guarantee or agreement related thereto or hereto in the Currency Due. If the amount of the Currency Due which Agent the holder is able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the Guarantor shall indemnify and save Agent such holder 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 Amended and Restated Note Purchase Agreement, the Notes, any other Loan DocumentsSubsidiary Guarantee, any other guarantee and agreement related thereto or hereto, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Agent the holder from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or under the Amended and Restated Note Purchase Agreement, the Notes, any of the other Loan Documents Subsidiary Guarantee, any other guarantee or agreement related thereto or hereto or under any judgment or order.

Currency Indemnity. If, for the purposes of obtaining judgment in any court in any jurisdiction with respect to this Agreement or any of the other Loan DocumentsDocument, it becomes necessary to convert into the currency of such jurisdiction (the “Judgment Currency”) any amount due under this Agreement or under any of the other Loan Documents Document in any currency other than the Judgment Currency (the “Currency Due”), then conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which judgment is given. For this purpose, “rate of exchange” means the rate at which the Agent is able, on the relevant date, to purchase the Currency Due with the Judgment Currency prevailing on the Business Day before the day on which judgment is givenin accordance with its normal practice at its office in Minneapolis, Minnesota. In the event that there is a change in the rate of exchange rate prevailing between the Business Day before the day on which the judgment is given and the date of receipt by the Agent of the amount due, Loan Parties the relevant Borrower will, on the date of receipt by the relevant Administrative Agent, pay such additional amounts, if any, or be entitled to receive reimbursement of such amount, if any, as may be necessary to ensure that the amount received by the Agent on such date is the amount in the Judgment Currency which when converted at the rate of exchange prevailing on the date of receipt by the Agent is the amount then due under this Agreement or such other of the Loan Documents Document in the Currency Due. If the amount of the Currency Due which the Agent is so able to purchase is less than the amount of the Currency Due originally due to it, Loan Parties the relevant Borrower shall indemnify and save the Agent and the relevant Banks harmless from and against all loss or damage arising as a result of such deficiency. The This 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 Agent or any Agent Bank from time to time and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due under this Agreement or any of the other Loan Documents Document or under any judgment or order.. 102