Common use of Conversion of Currency Clause in Contracts

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 10 contracts

Sources: Indenture (Profound Medical Corp.), Indenture (Electrovaya Inc.), Indenture (Colliers International Group Inc.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up up, and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 10 contracts

Sources: Indenture (Energy Fuels Inc), Indenture (Energy Fuels Inc), Indenture (Kimber Resources Inc.)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (iA) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Currency of the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (be, unless a court shall otherwise determine).; and (iiB) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (iA) above is given or an order of enforcement is made, as the case may be (be, or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (additional, or, as the case may be, such lesser) , amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1A) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (Indenture, other than under this Subsection (bSection 1.15(2)) , is calculated for the purposes of such winding-up and (2B) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 1.15(2), the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(iiSections 1.15(1)(B) and (b1.15(2) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them applicable Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (hereunder, other than under Subsection (bSection 1.15(2) above) , or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trusteesapplicable Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (bSection 1.15(2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term “rate(s) of exchange” shall mean: (i) in the case that either the Required Currency or the Judgment Currency is in Canadian dollars, the Bank of Canada daily average exchange rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the “Daily Exchange Rates” page of the website of the Bank of Canada, or by such other means of reporting the Bank of Canada daily average exchange rate as may be agreed upon by each of the parties to this Indenture; or (ii) in all other cases, the rate at which in accordance with normal banking procedures the U.S. Trustee could purchase, in the City of New York, the Required Currency with the Judgment Currency on the relevant date, and, in each case, includes any premiums and costs of exchange payable.

Appears in 8 contracts

Sources: Indenture (Algonquin Power & Utilities Corp.), Indenture (Algonquin Power & Utilities Corp.), Indenture (Algonquin Power & Utilities Corp.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 116 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 6 contracts

Sources: Indenture (Rogers Cable Inc), Indenture (Rogers Wireless Inc), Indenture (Rogers Wireless Inc)

Conversion of Currency. (a) The Company Issuer covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series Notes and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Issuer at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuer shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Issuer shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Issuer from its other obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the daily average rate of exchange quoted by The Bank of Canada on its website, or such other Canadian chartered bank as may be designated in writing by the Issuer to the Trustee from time to time, at its central foreign exchange desk in its main office in Toronto on the relevant date for purchases of the Required Currency with the Judgment Currency and includes any premiums and costs of exchange payable.

Appears in 5 contracts

Sources: Indenture (Electra Battery Materials Corp), Indenture (Electra Battery Materials Corp), Indenture (Electra Battery Materials Corp)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 5 contracts

Sources: Indenture (Nutrien Ltd.), Indenture (Nutrien Ltd.), Indenture (Agrium Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 116 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the rate of exchange quoted by The Toronto-Dominion Bank at its central foreign exchange desk in its head office in Toronto at 12:00 noon (Toronto, Ontario time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 5 contracts

Sources: Indenture (Rogers Communications Inc), Indenture (Rogers Communications Inc), Indenture (Rogers Communications Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b2) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b2)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) 2), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections paragraph (a)(ii1)(ii) and (b2) of this Section 12.10 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 4 contracts

Sources: Indenture (Videotron Ltee), Indenture (Quebecor Media Inc), Indenture (Quebecor Media Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency Currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). The Trustee shall have no liability or responsibility to exchange or convert any Currency. (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee and any agents harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Bank of Canada indicative rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the "Exchange Rates" page of the website of Bank of Canada (or such other means of reporting the Bank of Canada indicative rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 4 contracts

Sources: Trust Indenture (Taseko Mines LTD), Trust Indenture (Northern Dynasty Minerals LTD), Indenture (Northern Dynasty Minerals LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 4 contracts

Sources: Indenture (Field Trip Health Ltd.), Indenture (Denison Mines Corp.), Indenture (Denison Mines Corp.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(ii) and (b) of this Section 12.13 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 4 contracts

Sources: Indenture (Quebecor Media Inc), Indenture (Videotron Ltee), Indenture (Videotron Ltee)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this IndentureDebenture: (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this IndentureDebenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1i) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture Debenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2ii) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 114 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this IndentureDebenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any the Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 3 contracts

Sources: Convertible Subordinated Debenture (Hub International LTD), Convertible Subordinated Debenture (Hub International LTD), Debenture (Hub International LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (ia) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any countrycourt, it becomes is necessary to convert into a currency (the “Judgment Currency”) an amount sum due under this Indenture or contingently due in any other currency under the Securities of any series Notes from one currency into another currency, the Company has agreed and this Indenture (each Holder agrees, to the “Base Currency”)fullest extent that the Company and each Holder may effectively do so, then the conversion shall be made at that the rate of exchange prevailing used shall be the rate at which, in accordance with normal banking procedures, such Holder could purchase the first currency with such other currency in the city that is the principal financial center of the country of issue of the first currency on the day, two Business Day before Days preceding the day on which a final judgment is given or the order of enforcement given, which is made, as the case may be (unless also a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to banks are open in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally dueArgentina. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1i) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities Notes and this Indenture (other than under this Subsection clause (b)) is calculated for the purposes of such winding-up and (2ii) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection clause (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to before payment by the liquidator or otherwise in respect thereto. (c) The obligations contained To the extent permitted by applicable law, the Company’s obligation in Subsections respect of any sum payable by the Company to a Holder shall, notwithstanding any judgment in a currency, (a)(ii) and (b) the Judgment Currency), other than that in which such sum is denominated in accordance with the applicable provisions of this Section Indenture, (the Security Currency), be discharged only to the extent that on the Business Day following receipt by such Holder of any sum adjudged to be so due in the Judgment Currency, such Holder may in accordance with normal banking procedures purchase the Security Currency with the Judgment Currency. If the amount of the Security Currency so purchased is less than the sum originally due to such Holder in the Security Currency, determined in the manner set forth above, the Company has agreed, as a separate obligation and notwithstanding any such judgment, to indemnify such Holder against such loss, and if the amount of the Security Currency so purchased exceeds the sum originally due to such Holder, such Holder agrees to remit to the Company such excess; provided that such Holder shall constitute separate have no obligation to remit any such excess as long as the Company shall have failed to pay such Holder any obligation due and independent payable under this Indenture in which case any such excess may be applied to such obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder Indenture or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distributionNotes.

Appears in 3 contracts

Sources: Indenture (Edenor), Indenture (Edenor), Indenture (Edenor)

Conversion of Currency. (a) The Company Each of the Issuer, Co-Issuer and each Guarantor covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes, Guarantees and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities Notes of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer, Co-Issuer and Guarantors, as applicable, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of any of the Company Issuer, Co-Issuer or Guarantors at any time while any amount or damages owing under the Securities Notes, Guarantees and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Co-Issuers and the Guarantors shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities Notes, Guarantees and this Indenture (other than under this Subsection subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection subsection (b) the final date for the filing of proofs of claim in the winding-up of any of the Company Issuer, Co-Issuer or Guarantors shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer, Co-Issuer or Guarantors, as applicable may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section 118 shall constitute separate and independent obligations of the Company each of the Issuer, Co-Issuer and each Guarantor from its other obligations under the Securities Notes, Guarantees and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, Co-Issuer or Guarantors, as applicable, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer, Co-Issuer or Guarantors, as applicable, for a liquidated sum in respect of amounts due hereunder (other than under Subsection subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer, Co-Issuer or Guarantors, as applicable or its liquidator. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 3 contracts

Sources: Indenture (Telesat Canada), Indenture (Telesat Canada), Indenture (Telesat Canada)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(ii) and (b) of this Section 12.13 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the rate of exchange quoted by Royal Bank of Canada at its central foreign exchange desk in its head office in Montréal at 12:00 noon (Montréal, Québec time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 3 contracts

Sources: Indenture (Videotron Ltee), Indenture (Quebecor Media Inc), Indenture (Videotron Ltee)

Conversion of Currency. (a) The Company Issuer covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Issuer at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuer shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Issuer shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Issuer from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 3 contracts

Sources: Indenture (Brookfield Canada Office Properties), Indenture (Brookfield Canada Office Properties), Indenture (Brookfield Office Properties Canada)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or of evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 3 contracts

Sources: Indenture (North American Palladium LTD), Indenture (North American Palladium LTD), Indenture (North American Palladium LTD)

Conversion of Currency. (a1) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1a) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bSection 1.14(2)) is calculated for the purposes of such winding-up and (2b) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 1.14(2) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(iiSection 1.14(1)(a) and (b2) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 1.14(2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (bSection 1.14(2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term “rate(s) of exchange” shall mean the Bank of Canada indicative rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the “Exchange Rates” page of the website of the Bank of Canada (or such other means of reporting the Bank of Canada indicative rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 3 contracts

Sources: Indenture (Valens Company, Inc.), Indenture (Cardiol Therapeutics Inc.), Indenture (Cardiol Therapeutics Inc.)

Conversion of Currency. (a) The Company Each of the Corporation and the Guarantor covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities Securities, the Guarantee and this IndentureIndenture to the fullest extent permitted by applicable law: (iA) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Currency of the Securities of any series series, the Guarantee and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (be, unless a court shall otherwise determine).; and (iiB) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (iA) above is given or an order of enforcement is made, as the case may be (be, or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation or the Guarantor, as the case may be, shall pay such additional (additional, or, as the case may be, such lesser) , amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company Corporation or the Guarantor at any time while any amount or damages owing under the Securities Securities, the Guarantee and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation or the Guarantor, as the case may be, shall indemnify and hold the Holders of Securities and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1A) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities Securities, the Guarantee and this Indenture (Indenture, other than under this Subsection (bSection 1.15(2)) , is calculated for the purposes of such winding-up and (2B) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 1.15(2), the final date for the filing of proofs of claim in the winding-up of the Company Corporation or the Guarantor, as the case may be, shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation or the Guarantor, as the case may be, may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(iiSections 1.15(1)(B) and (b1.15(2) of this Section shall constitute separate and independent obligations of the Company Corporation or the Guarantor, as the case may be, from its other obligations under the Securities Securities, the Guarantee and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation and the Guarantor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them applicable Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation or the Guarantor for a liquidated sum in respect of amounts due hereunder (hereunder, other than under Subsection (bSection 1.15(2) above) , or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trusteesapplicable Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation, the Guarantor or its the applicable liquidator. In the case of Subsection (bSection 1.15(2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 3 contracts

Sources: Indenture (Hydro One Holdings LTD), Indenture (Hydro One LTD), Indenture (Hydro One LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (iA) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other the payment currency under the Securities of any series and this Indenture (the “Base Currencypayment currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iiB) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency payment currency originally due. (bii) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency payment currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bii)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ii), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (ciii) The obligations contained in Subsections (a)(iii)(B) and (bii) of this Section 114 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bii) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (bii) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (iv) The term “rate(s) of exchange” shall mean the noon rate of exchange quoted by the Bank of Canada for purchases of the payment currency with the judgment currency other than the payment currency referred to in Subsections (i) and (ii) above and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Nova Chemicals Corp /New), Indenture (Nova Chemicals Corp /New)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the Bank of Canada daily average exchange rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada daily average exchange rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (New Gold Inc. /FI), Trust Indenture (Osisko Gold Royalties LTD)

Conversion of Currency. (a1) The Company Issuer covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities Notes and this Indenture: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities Notes of any series Series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (ia) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company Issuer at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuer shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b2)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b2) the final date for the filing of proofs of claim in the winding-up of the Company Issuer shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(ii1)(b) and (b2) of this Section shall constitute separate and independent obligations of the Company Issuer from its other obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer or its the liquidator. In the case of Subsection (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Brookfield Renewable Corp), Indenture (Brookfield Renewable Partners L.P.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bSection 1.19(b)) , is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 1.19(b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSection 1.19(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 1.19(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "Rate(s) of Exchange" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Minefinders Corp Ltd.), Indenture (Minefinders Corp Ltd.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate Rate of exchange Exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate Rate of exchange Exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency Currency, when converted at the rate Rate of exchange Exchange prevailing on the date of receipt receipt, will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders Holders, the Trustee and the Trustees Co-Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bSection 1.19(b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 1.19(b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSections 1.19(a)(ii) and (b1.19(b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder Holder, the Trustee or the Trustees or either of them Co-Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 1.19(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders Holders, the Trustee or the TrusteesCo-Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (bSection 1.19(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “Rate(s) of Exchange” shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Biovail Corp International), Indenture (Biovail Corp International)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities its Guarantee and this Indenture: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)United States Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency United States Dollars originally due.; (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities its Guarantee and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency United States Dollars due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto.; (c) The obligations contained in Subsections (a)(iia) and (b) of this Section 12.11 shall constitute separate and independent obligations of the Company from its other obligations under the Securities its Guarantee and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.; and

Appears in 2 contracts

Sources: Indenture (Cott Corp /Cn/), Indenture (Cott Corp /Cn/)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i1) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii2) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Encana Corp), Indenture (Encana Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base "Required Currency"), then the conversion shall be made at the rate Rate of exchange Exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate Rate of exchange Exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency Currency, when converted at the rate Rate of exchange Exchange prevailing on the date of receipt receipt, will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders Holders, the Trustee and the Trustees Co-Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bSection 1.19(b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 1.19(b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSections 1.19(a)(ii) and (b1.19(b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder Holder, the Trustee or the Trustees or either of them Co-Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 1.19(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders Holders, the Trustee or the TrusteesCo-Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (bSection 1.19(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "Rate(s) of Exchange" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Jaguar Mining Inc), Indenture (Jaguar Mining Inc)

Conversion of Currency. (a) The Company covenants and agrees the Guarantors covenant and agree that the following provisions shall apply to conversion of currency in the case of the Securities and Notes, this Indenture, the Security Documents and any other Notes documents: (ia) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company or the Guarantors, as the case may be, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and Notes, this Indenture Indenture, the Security Documents or any other Notes documents (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(iia) and (b) of this Section 13.17 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and Notes, this Indenture, the Security Documents and any other Notes documents, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Cenveo, Inc), Indenture (Cenveo, Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b2) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b2)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) 2), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections paragraph (a)(ii1)(ii) and (b2) of this Section 12.11 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term “rate(s) of exchange” shall mean the rate of exchange quoted by Royal Bank of Canada at its central foreign exchange desk in its head office in Montréal at 12:00 noon (Montréal, Québec time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in paragraphs (1)(i) and (ii) above and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Quebecor Media Inc), Indenture (Videotron Ltee)

Conversion of Currency. (a1) The Company covenants and agrees that the following provisions and the provisions of Section 1.14(2) shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1i) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)Subsection) is calculated for the purposes of such winding-up and (2ii) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Subsection, the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) . The obligations contained in Subsections (a)(ii1.14(1)(b) and (b1.14(2) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Four Seasons Hotels Inc), Indenture (Four Seasons Hotels Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities its Guarantee and this Indenture: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency dollars originally due.; (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities its Guarantee and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Notes and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency dollars due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up up) and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto.; (c) The obligations contained in Subsections (a)(iia) and (b) of this Section 12.10 shall constitute separate and independent obligations of the Company from its other obligations under the Securities its Guarantee and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.; and

Appears in 2 contracts

Sources: Indenture (Primo Water Corp /CN/), Indenture (Cott Corp /Cn/)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this Indenture: (i1) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange (as defined below) prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii2) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) . In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order order, rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)2) above) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b2) above the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) . The obligations contained in Subsections (a)(ii1) and (b2) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, Company shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Teck Metals Ltd.), Indenture (Teck Cominco LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Brookfield Properties Corp), Indenture (Thomson Reuters Corp /Can/)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"REQUIRED CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "RATE(S) OF EXCHANGE" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Husky Energy Inc), Indenture (Husky Energy Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 116 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by The Toronto-Dominion Bank at its central foreign exchange desk in its head office in Toronto at 12:00 noon (Toronto, Ontario time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Rogers Cable Inc), Indenture (Rogers Wireless Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Suncor Energy Inc), Indenture (Suncor Energy Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up up, and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Uranium Energy Corp), Indenture (Uranium Energy Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(ii) and (b) of this Section 11.13 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Quebecor Media Inc), Indenture (Quebecor Media Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture:. (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating liquidated distribution.

Appears in 2 contracts

Sources: Indenture (Interoil Corp), Indenture (Interoil Corp)

Conversion of Currency. (a) The Company Issuer covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series Notes and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Issuer at any time while any amount or of damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuer shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Issuer shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 18.18 shall constitute separate and independent obligations of the Company Issuer from its other obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the rate of exchange at which in accordance with normal banking procedures the Trustee or any Holder that seeks to obtain or enforce any such judgment described in clause (a)(i) above, as applicable, could purchase in The City of New York or Wilmington, Delaware, as applicable, the Required Currency with the Judgment Currency on the relevant date and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Rockley Photonics Holdings LTD), Indenture (Rockley Photonics Holdings LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)Section 1.19(b) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 1.19(b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSection 1.19(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 1.19(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) aboveSection 1.19(b), the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Endeavour Silver Corp), Indenture (Endeavour Silver Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(ii) and (b) of this Section 11.10 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Quebecor Media Inc), Indenture (Quebecor Media Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 116 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Rogers Communications Inc), Indenture (Rogers Communications Inc)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) : If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day in such country before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day in such country before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the “Exchange Rates—Daily noon rates” page of the website of Bank of Canada (or by such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Indenture (Encana Corp), Indenture (Encana Corp)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) : If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day in such country before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day in such country before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Ovintiv Inc.), Indenture (Ovintiv Inc.)

Conversion of Currency. (a) 6.3.1 The Company covenants and agrees that the following provisions set out in this Section 6.3 shall apply to conversion of currency in the case of the Securities Bonds and this Indenture: (ia) If if for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)euros, then the conversion shall be made at the rate of exchange prevailing on the Business Day business day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine).; and (iib) If if there is a change in the rate of exchange prevailing between the Business Day business day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency euros originally due. (b) 6.3.2 In the event of the winding-up of up, bankruptcy, reorganization or other similar event involving the Company at any time while any amount or damages owing under the Securities Bonds and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders holders of Bonds and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency euros due or contingently due under the Securities Bonds and this Indenture (other than under this Subsection (b)Section 6.3.2) is calculated for the purposes of such winding-up up, bankruptcy, reorganization or other similar event and (2) the final date for the filing of proofs of claim in such winding-up, bankruptcy, reorganization or other similar event. For the purpose of this Subsection (b) Section 6.3.2 the final date for the filing of proofs of claim in the such winding-up of up, bankruptcy, reorganization or other similar event involving the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up up, bankruptcy, reorganization or other similar event prior to payment by the liquidator or otherwise in respect thereto. (c) 6.3.3 The obligations contained in Subsections (a)(ii) Sections 6.3.1 and (b) of this Section 6.3.2 shall constitute separate and independent obligations of the Company from its other obligations under the Securities Bonds and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder holder of Bonds or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) Section 6.3.2 above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders holders of Bonds or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) Section 6.3.2 above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. 6.3.4 The term "rate(s) of exchange" shall mean the rate of exchange (which rate shall be the average of the buy and sell rate) quoted by the Bank of Canada at 12:00 noon (Vancouver time) for conversion of euros into the judgment currency other than euros referred to in Sections 6.3.1 and 6.3.2 above and includes any premiums and costs of exchange payable.

Appears in 2 contracts

Sources: Trust Indenture (Blue Earth Refineries Inc.), Trust Indenture (MFC Bancorp LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (ia) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due under any Securities or contingently due this Indenture in any currency other than the judgment currency under the Securities of any series and this Indenture (the “Base CurrencyCurrency Due”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount originally due in the Base Currency originally dueDue. (bc) In the event of the winding-up of the Company at any time while any amount or damages owing under the any Securities of a series and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of such Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due Due or contingently due under the such Securities and this Indenture (other than under this Subsection (bSection 1.16(c)) is calculated for the purposes of such winding-up up, and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 1.16(c), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (cd) The obligations contained in Subsections (a)(iiSections 1.16(a) and (b1.16(b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time time, and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) aboveSection 1.16(b)) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) aboveSection 1.16(b), the amount of such deficiency shall not be deemed to be increased or reduced reduced, as the case may be, by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 2 contracts

Sources: Indenture (Brookfield Asset Management Ltd.), Subordinated Indenture (Brookfield Asset Management Ltd.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency Currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). The Trustee shall have no liability ore responsibility to exchange or convert any Currency. (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee and any agents harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Trust Indenture (High Tide Inc.)

Conversion of Currency. (a) The Company covenants and agrees the Guarantor each covenant and agree that the following provisions shall apply to conversion of currency in the case of the Securities Notes and the Guarantee, respectively, and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)United States Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine).; and (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall and the Guarantor will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency United States Dollars originally due. (b) In the event of the winding-up of the Company or the Guarantor at any time while any amount or damages owing under the Securities and Notes, the Guarantee or this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company or the Guarantor, as the case may be, shall indemnify and hold harmless the Holders of Notes and the Trustees harmless Trustee against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency United States Dollars due or contingently due under the Securities Notes, the Guarantee and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company or the Guarantor shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at to which liabilities of the Company or the Guarantor, as the case may be, may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 113 shall constitute separate and independent obligations of the Company and the Guarantor from its their other obligations under the Securities Notes, the Guarantee and this Indenture, shall give rise to separate and independent causes of action against the CompanyCompany and the Guarantor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them a Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company or the Guarantor for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trusteesa Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Company, the Guarantor or its liquidatortheir respective liquidators. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by the Canadian Imperial Bank of Commerce at its central foreign exchange desk in its main office in Toronto at 12:00 noon (Toronto time) on the relevant date for purchases of United States dollars with the judgment currency other than United States Dollars referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Tembec Industries Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency Currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Bank of Canada daily rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada daily rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (FSD Pharma Inc.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i1) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"REQUIRED CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii2) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "RATE(S) OF EXCHANGE" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the "Exchange Rates--Daily noon rates" page of the website of Bank of Canada (or by such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Encana Corp)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i1) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day in such country before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii2) If there is a change in the rate of exchange prevailing between the Business Day in such country before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the “Exchange Rates—Daily noon rates” page of the website of Bank of Canada (or by such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Cenovus Energy Inc.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) . In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) . The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, Company shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Encana Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b2) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b2)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) 2), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections paragraph (a)(ii1)(ii) and (b2) of this Section 12.10 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term “rate(s) of exchange” shall mean the rate of exchange quoted by Royal Bank of Canada at its central foreign exchange desk in its head office in Montréal at 12:00 noon (Montréal, Québec time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Videotron Ltee)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)U.S. dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine).of (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency U.S. dollars originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and Notes, Subsidiary Guarantees or this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. dollars due or contingently due under the Securities and Notes, Subsidiary Guarantees or this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection clause (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiclauses 12.14(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities Notes, Subsidiary Guarantees and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) aboveclause 12.14(b)) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Company, the Subsidiary Guarantors or its liquidatorthe liquidator or otherwise. In the case of Subsection (bclause 12.14(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by the Federal Reserve Bank of New York, noon buying rate on the date of determination for purchases of U.S. dollars with the judgment currency other than U.S. dollars referred to in Clauses (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Russel Metals Inc)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (iA) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Currency of the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (be, unless a court shall otherwise determine).; and (iiB) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (iA) above is given or an order of enforcement is made, as the case may be (be, or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (additional, or, as the case may be, such lesser) , amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1A) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (Indenture, other than under this Subsection (bSection 1.15(2)) , is calculated for the purposes of such winding-up and (2B) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 1.15(2), the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(iiSections 1.15(1)(B) and (b1.15(2) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them applicable Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (hereunder, other than under Subsection (bSection 1.15(2) above) , or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trusteesapplicable Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (bSection 1.15(2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Hydro One Inc)

Conversion of Currency. (a1) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this Indenture: (iA) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iiB) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (iA) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless and indemnified as contemplated in Section 607 against any deficiency arising or resulting from any variation in rates of exchange between (1A) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b2)) is calculated for the purposes of such winding-up and (2B) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b2) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations of the Corporation contained in Subsections (a)(ii1)(B) and (b2) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term “rate(s) of exchange” shall mean the Bank of Canada closing rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the “Exchange Rates-Daily closing rates” page of the website of the Bank of Canada (or by such other means of reporting the Bank of Canada closing rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Fortis Inc.)

Conversion of Currency. (a) The Company covenants Issuer and agrees the Guarantors covenant and agree that the following provisions shall apply to conversion of currency Currency in the case of the Securities Securities, the Guarantees and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer or the Guarantor, as the case may be, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Issuer or a Guarantor at any time while any amount or damages owing under the Securities Securities, the Guarantees and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company Issuer or a Guarantor, as the case may be, shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Issuer or a Guarantor, as the case may be, shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer or a Guarantor, as the case may be, may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Issuer or the applicable Guarantor, as the case may be, from its other obligations under the Securities Securities, the Guarantees and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer and the applicable Guarantor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company such Issuer or Guarantor for a liquidated sum in respect of amounts due hereunder (other than under Subsection subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer, the applicable Guarantor or its the applicable liquidator. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Emera Inc)

Conversion of Currency. (a) The Company Cott covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities its Guarantee and this Indenture: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)United States Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall Cott will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency United States Dollars originally due. (b) In the event of the winding-up of the Company Cott at any time while any amount or damages owing under the Securities its Guarantee and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Cott shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency United States Dollars due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Cott shall be the date fixed by the liquidator or otherwise other wise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Cott may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 13.10 shall constitute separate and independent obligations of the Company Cott from its other obligations under the Securities its Guarantee and this Indenture, shall give rise to separate and independent causes of action against the CompanyCott, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Cott or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Cott Corp /Cn/)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bSection 114(2))) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 114(2) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(iiSection 114(1)(i) and (b2) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 114(2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (bSection 114(2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term "rate(s) of exchange" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Largo Resources Ltd.)

Conversion of Currency. (a) The Company covenants Issuers covenant and agrees agree that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuers shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company Issuers or the Parent at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuers shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company Issuers or the Parent shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuers may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 12.16 shall constitute obligations of each Issuer separate and independent obligations of the Company from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Companyeach Issuer, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuers or the Parent for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuers or its liquidatorthe liquidator or otherwise any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Bumble Bee Capital Corp.)

Conversion of Currency. (a) The Company covenants Issuer and agrees the Guarantors covenant and agree that the following provisions shall apply to conversion of currency Currency in the case of the Securities Securities, the Guarantees and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer or the Guarantor, as the case may be, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Issuer or a Guarantor at any time while any amount or damages owing under the Securities Securities, the Guarantees and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company Issuer or a Guarantor, as the case may be, shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bsubsection ‎(b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bsubsection ‎(b) the final date for the filing of proofs of claim in the winding-up of the Company Issuer or a Guarantor, as the case may be, shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer or a Guarantor, as the case may be, may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iisubsections ‎(a)‎(ii) and (b‎(b) of this Section shall constitute separate and independent obligations of the Company Issuer or the applicable Guarantor, as the case may be, from its other obligations under the Securities Securities, the Guarantees and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer and the applicable Guarantor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company such Issuer or Guarantor for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bsubsection ‎(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer, the applicable Guarantor or its the applicable liquidator. In the case of Subsection (bsubsection ‎(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean (i) in the case that either the Required Currency or the Judgment Currency is the Canadian dollar, the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) or (ii) in all other cases, the rate at which in accordance with normal banking procedures the Trustee could purchase in The City of New York the Required Currency with the Judgment Currency on the relevant date and in each case includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Emera Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes, the Note Guarantees and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company or any Guarantor at any time while any amount or damages owing under the Securities and Notes, the Note Guarantees and/or this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. Dollars due or contingently due under the Securities and Notes, the Note Guarantees and/or this Indenture (other than under this Subsection (bSection 12.13(b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 12.13(b), the final date for the filing of proofs of claim in the winding-up of the Company or any Guarantor shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company or such Guarantor may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSection 12.13(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company or any Guarantor for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 12.13(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise any of them. In the case of Subsection (bSection 12.13(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Intertape Woven Products Services S.A. De C.V.)

Conversion of Currency. (a) The Company covenants Issuer and agrees the Guarantors covenant and agree that the following provisions shall apply to the conversion of currency in the case of the Securities Notes, the Guaranties and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall Issuer will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-winding up of the Issuer or the Company at any time while any amount or damages owing under the Securities and Notes, this Indenture, and the Guaranties, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company and the Issuer shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1i) the date as of which the equivalent of the amount in U.S. dollars or Canadian dollars, as the Base Currency case may be, due or contingently due under the Securities and Notes, this Indenture (other than under this Subsection (bSection 12.14(b)) ), and the Guaranties is calculated for the purposes of such winding-winding up and (2ii) the final date for the filing of proofs of claim in such winding-winding up. For the purpose of this Subsection (b) Section 12.14(b), the final date for the filing of proofs of claim in the winding-winding up of the Issuer or the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Issuer or the Company may be ascertained for such winding-winding up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSections 12.14(a)(ii) and (b) of this Section shall (i) constitute separate and independent obligations of the Company and the Issuer separate and independent from its other respective obligations under the Securities and Notes, this Indenture, shall and the Guaranties; (ii) give rise to separate and independent causes of action against the Company, shall Company and the Issuer; (iii) apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time time; and shall (iv) continue in full force and effect effect, notwithstanding any judgment or order or the filing of any proof of claim in the winding up of the Company or the Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) aboveSection 12.14(b)) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Issuer, the Company or its liquidatorthe liquidator otherwise or any of them. In the case of Subsection (b) aboveSection 12.14(b), the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the rate of exchange quoted by Royal Bank of Canada at its central foreign exchange desk in its head office in Toronto at 12:00 noon (Toronto, Ontario time) for purchases of the Base Currency with the Judgment Currency other than the Base Currency referred to in Sections 12.14(a) and (b) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Novelis Inc.)

Conversion of Currency. (a1) The Company Issuer covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities Notes and this Indenture: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities Notes of any series Series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (ia) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b2) In the event of the winding-up of the Company Issuer at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuer shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b2)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b2) the final date for the filing of proofs of claim in the winding-up of the Company Issuer shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c3) The obligations contained in Subsections (a)(ii1)(b) and (b2) of this Section shall constitute separate and independent obligations of the Company Issuer from its other obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b2) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer or its the liquidator. In the case of Subsection (b2) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (4) The term “rate(s) of exchange” shall mean the Bank of Canada daily exchange rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as published on the Reuters Screen Page BOFC (or such other means of reporting the Bank of Canada daily exchange rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Brookfield Property Partners L.P.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Securities, the Guarantees and this Indenture: (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due in such coin or contingently due in any other currency under of the Securities United States of any series America as at the time of payment is legal tender for payment of public of public and this Indenture private debts (the “Base Currency”"U.S. Dollars"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency U.S. Dollars originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Securities, the Guarantees and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. Dollars due or contingently due under the Securities Securities, the Guarantees and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company Company, shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company or the Guarantor may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Diamond Cable Communications PLC)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any currency (the “Judgment Currency”) an amount due or contingently due in any other the currency under of the Securities of any series and this Indenture (the “Base Required Currency”), then the Corporation or its agent shall make the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (be, unless a court shall otherwise determine).; and (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (be, or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (additional, or, as the case may be, such lesser) , amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1i) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (Indenture, other than under this Subsection (bSection 15.10(b)) , is calculated for the purposes of such winding-up and (2ii) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 15.10(b), the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSections 15.10(a)(ii) and (b15.10(b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the CompanyCorporation, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them applicable Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (hereunder, other than under Subsection (bSection 15.10(b) above) , or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trusteesapplicable Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (bSection 15.10(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean: (i) in the case that either the Required Currency or the Judgment Currency is in Canadian dollars, the Bank of Canada daily average exchange rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the “Daily Exchange Rates” page of the website of the Bank of Canada, or by such other means of reporting the Bank of Canada daily average exchange rate as may be determined by the Corporation or its agent; or (ii) in all other cases, the rate at which in accordance with normal banking procedures the U.S. Trustee could purchase, in the City of New York, the Required Currency with the Judgment Currency on the relevant date, and, in each case, includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Senior Indenture (Algonquin Power & Utilities Corp.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"REQUIRED CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Precision Drilling Corp)

Conversion of Currency. (a) The Company covenants and agrees the Guarantor each covenant and agree that the following provisions shall apply to conversion of currency in the case of the Securities Notes and the Guarantee, respectively, and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)United States Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine).; and (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall and the Guarantor will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency United States Dollars originally due. (b) In the event of the winding-up of the Company or the Guarantor at any time while any amount or damages owing under the Securities and Notes, the Guarantee or this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company or the Guarantor, as the case may be, shall indemnify and hold harmless the Holders of Notes and the Trustees harmless Trustee against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency United States Dollars due or contingently due under the Securities Notes, the Guarantee and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company or the Guarantor shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at to which liabilities of the Company or the Guarantor, as the case may be, may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 113 shall constitute separate and independent obligations of the Company and the Guarantor from its their other obligations under the Securities Notes, the Guarantee and this Indenture, shall give rise to separate and independent causes of action against the CompanyCompany and the Guarantor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them a Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company or the Guarantor for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trusteesa Trustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Company, the Guarantor or its liquidatortheir respective liquidators. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “

Appears in 1 contract

Sources: Indenture (Tembec Industries Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions set out in this section 7.15 shall apply to conversion of currency in the case of the Securities Debentures and this Indentureindenture: (ia) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)U.S. dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day business day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day business day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency U.S. dollars originally due. (b) 7.15.2 In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Debentures and this Indentureindenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders holders of Debentures and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. dollars due or contingently due under the Securities Debentures and this Indenture indenture (other than under this Subsection (b)subsection 7.15.2) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) subsection 7.15.2 the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) 7.15.3 The obligations contained in Subsections (a)(ii) subsections 7.15.1 and (b) of this Section 7.15.2 shall constitute separate and independent obligations of the Company from its other obligations under the Securities Debentures and this Indentureindenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder holder of Debentures or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) subsection 7.15.2 above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders holders of Debentures or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) subsection 7.15.2 above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Trust Indenture (Pan American Silver Corp)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"REQUIRED CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order order, rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, Corporation shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "RATE(S) OF EXCHANGE" shall mean, if the Canadian Currency is the Judgment Currency and United States Currency is the Required Currency, or vice versa the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by the Corporation and the Trustee) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Transalta Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i1) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base "REQUIRED Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii2) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "RATE(S) OF EXCHANGE" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the "Exchange Rates--Daily noon rates" page of the website of Bank of Canada (or by such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Encana Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (iA) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other the payment currency under the Securities of any series and this Indenture (the “Base Currency”"payment currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iiB) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency payment currency originally due. (bii) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency payment currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bii)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ii), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (ciii) The obligations contained in Subsections (a)(iii)(B) and (bii) of this Section 114 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bii) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (bii) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (iv) The term "rate(s) of exchange" shall mean the noon rate of exchange quoted by the Bank of Canada for purchases of the payment currency with the judgment currency other than the payment currency referred to in Subsections (i) and (ii) above and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Nova Chemicals Corp /New)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture:. (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency Dollars originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency Dollars due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs proof of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 115 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced reduced, as the case may be, by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Conformed Copy (Imax Corp)

Conversion of Currency. (a) The Company covenants Each of the Co-Issuers and the Guarantors and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall Co-Issuers will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of any of the Company Co-Issuers at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Co-Issuers shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Co-Issuers may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section 12.14 shall constitute obligations of the Co-Issuers separate and independent obligations of the Company from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the CompanyCo-Issuers, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Co-Issuers for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Co-Issuers or its liquidatorthe liquidator or otherwise any of them. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Dollarama CORP)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)U.S. dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency U.S. dollars originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and Notes, Subsidiary Guarantees or this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. dollars due or contingently due under the Securities and Notes, Subsidiary Guarantees or this Indenture (other than under this Subsection Clause (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection Clause (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections Clauses (a)(ii) and (b) of this Section 12.14 shall constitute separate and independent obligations of the Company from its other obligations under the Securities Notes, Subsidiary Guarantees and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection Clause (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Company, the Guarantors or its liquidatorthe liquidator or otherwise. In the case of Subsection Clause (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Ainsworth Lumber Co LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)Canadian Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional amount (or, as the case may be, be refunded such lesser) lesser amount), if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency Canadian Dollars originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency Canadian Dollars due or contingently due under the Securities and this Indenture (other than under this Subsection subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section 115 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them which shall be liable for such deficiency. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Intrawest Corp)

Conversion of Currency. (a) The Company Each of the Issuer, Co-Issuer and each Guarantor covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes, Guarantees and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities Notes of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer, Co-Issuer and Guarantors, as applicable, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of any of the Company Issuer, Co-Issuer or Guarantors at any time while any amount or damages owing under the Securities Notes, Guarantees and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Co-Issuers and the Guarantors shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities Notes, Guarantees and this Indenture (other than under this Subsection subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection subsection (b) the final date for the filing of proofs of claim in the winding-up of any of the Company Issuer, Co-Issuer or Guarantors shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer, Co-Issuer or Guarantors, as applicable may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section 119 shall constitute separate and independent obligations of the Company each of the Issuer, Co-Issuer and each Guarantor from its other obligations under the Securities Notes, Guarantees and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, Co-Issuer or Guarantors, as applicable, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer, Co-Issuer or Guarantors, as applicable, for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer, Co-Issuer or Guarantors, as applicable or its liquidator. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Telesat Canada)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) . In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and Notes and/or this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. Dollars due or contingently due under the Securities and Notes and/or this Indenture (other than under this Subsection (bSection 12.17(b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) Section 12.17(b), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) . The obligations contained in Subsections (a)(iiSection 12.17(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 12.17(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise any of them. In the case of Subsection (bSection 12.17(b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Tembec Industries Inc)

Conversion of Currency. (a) The Company Issuer covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (ia) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)Euros, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency Euros originally due.; (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Notes and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency Euro due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up up) and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto.; (c) The obligations contained in Subsections (a)(iia) and (b) of this Section 12.10 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.; and

Appears in 1 contract

Sources: Indenture (Cott Corp /Cn/)

Conversion of Currency. (a) The Company Each of the Issuer, Co-Issuer and each Guarantor covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes, Guarantees and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities Notes of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuer, Co-Issuer and Guarantors, as applicable, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of any of the Company Issuer, Co-Issuer or Guarantors at any time while any amount or damages owing under the Securities Notes, Guarantees and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Co-Issuers and the Guarantors shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities Notes, Guarantees and this Indenture (other than under this Subsection subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection subsection (b) the final date for the filing of proofs of claim in the winding-up of any of the Company Issuer, Co-Issuer or Guarantors shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Issuer, Co-Issuer or Guarantors, as applicable may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section 118 shall constitute separate and independent obligations of the Company each of the Issuer, Co-Issuer and each Guarantor from its other obligations under the Securities Notes, Guarantees and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuer, Co-Issuer or Guarantors, as applicable, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Issuer, Co-Issuer or Guarantors, as applicable, for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuer, Co-Issuer or Guarantors, as applicable or its liquidator. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Telesat Holdings Inc.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i1) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (iib) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (bc) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency Canadian dollars, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (bSection 12.14(c)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 12.14(c) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (cd) The obligations contained in Subsections (a)(iiSection 12.14(b) and (bSection 12.14(c) of this Section shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 12.14(c) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (bSection 12.14(c) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Trust Indenture

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"REQUIRED CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Petro Canada)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (bSection 1.19(b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (bSection 1.19(b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSection 1.19(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (bSection 1.19(b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Gold Reserve Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(ii) and (b) of this Section 11.13 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by Royal Bank of Canada at its central foreign exchange desk in its head office in Montréal at 12:00 noon (Montréal, Québec time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable. (e) The Trustee shall have no duty or liability with respect to monitoring or enforcing the Section 11.13.

Appears in 1 contract

Sources: Indenture (Quebecor Media Inc)

Conversion of Currency. (a) The Each of the Company and the Guarantor covenants and agrees that the following provisions shall apply to conversion of currency in the case of the any Series of Securities and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currencyjudgment currency”) an amount in the currency due hereunder or contingently due in any other currency under the Securities of any series and this Indenture such Series (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine) (such day being the “Determination Date”). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the Determination Date for a judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount duedue in respect of such judgment, the Company shall or the Guarantor, as applicable, will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections Subsection (a)(ii) and (b) of this Section 12.15 shall constitute separate and independent obligations of the Company and the Guarantor separate and independent from its other respective obligations under the Securities Securities, the Guaranty and this Indenture, shall give rise to separate and independent causes of action against the CompanyCompany and the Guarantor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding up of the Company order, as applicable, for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) aboveCompany, the amount Guarantor or the liquidator or otherwise or any of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distributionthem.

Appears in 1 contract

Sources: Indenture (Kellogg Co)

Conversion of Currency. (a) The Company covenants Issuers covenant and agrees agree that the following provisions shall apply to conversion of currency Currency in the case of the Securities Notes and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities Notes of any series Series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Issuers shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company any Issuer at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Issuers shall indemnify and hold the Holders of Notes and the Trustee or Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities Notes and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company any Issuer shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company such Issuer may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Issuers from its their other obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the CompanyIssuers, shall apply irrespective of any waiver or extension granted by any Holder or the Trustee or Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company any Issuer for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustee or Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Issuers or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Brookfield Infrastructure Partners L.P.)

Conversion of Currency. (a) The Company Corporation covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency any other Currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company Corporation shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company Corporation at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order order, rendered in respect thereof, shall remain outstanding, the Company Corporation shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company Corporation shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Corporation may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company Corporation from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, Corporation shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Corporation for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company Corporation or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "RATE(S) OF EXCHANGE" shall mean, if the Canadian Currency is the Judgment Currency and United States Currency is the Required Currency, or vice versa the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by the Corporation and the Trustee and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Transalta Corp)

Conversion of Currency. (a) The Company covenants and agrees the Guarantors covenant and agree that the following provisions shall apply to conversion of currency in the case of the Securities Notes, this Indenture and this Indentureany other Notes documents: (ia) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currencyjudgment currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the -100- judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) . If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company or the Guarantors, as the case may be, shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and Notes, this Indenture or any other Notes documents (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(iia) and (b) of this Section 12.15 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes, this Indenture and this Indentureany other Notes documents, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Cenveo, Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine).; and (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between between: (1i) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up up; and (2ii) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Uranium Energy Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture:. (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraph (a)(ii) and (b) of this Section 12.13 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by Royal Bank of Canada at its central foreign exchange desk in its head office in Montréal at 12:00 noon (Montréal, Québec time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable. (e) The Trustee shall have no duty or liability with respect to monitoring or enforcing the Section 12.13.

Appears in 1 contract

Sources: Indenture (Videotron Ltee)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in U.S. Dollars or Canadian Dollars, as the Base Currency case may be, due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 116 shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by The Toronto-Dominion Bank at its central foreign exchange desk in its head office in Toronto at 12:00 noon (Toronto, Ontario time) for purchases of the Base Currency with the judgment currency other than the Base Currency referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable. (e) The Trustee shall have no duty or liability with respect to monitoring or enforcing this Section 116.

Appears in 1 contract

Sources: Indenture (Rogers Cable Inc)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i1) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"REQUIRED CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment which is not appealable or is not appealed is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii2) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i1) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Securities and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia)(2) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "RATE(S) OF EXCHANGE" shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Encana Corp)

Conversion of Currency. (a) The Company covenants Parties covenant and agrees agree that the following provisions shall apply to conversion of currency in the case of the Securities and this IndentureAgreement: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any countrycountry against a Party (the "DEBTOR"), it becomes necessary to convert into a any other currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)U.S. Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall Debtor will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency U.S. Dollars originally due. (b) In the event of the winding-up of the Company Debtor at any time while any amount or damages owing under the Securities and this IndentureAgreement or any Ancillary agreement, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company Debtor shall indemnify and hold the Holders and the Trustees creditor harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. Dollars due or contingently due under the Securities and this Indenture Agreement (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing filings of proofs of claim in such the winding-up. For the purpose of this Subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company Debtor shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company Debtor may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iia) and (b) of this Section 15.9 shall constitute separate and independent obligations of the Company Debtor from its other obligations under the Securities and this IndentureAgreement, shall give rise to separate and independent causes cause of action against the CompanyDebtor, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them other Party from time to time (except with respect to a waiver of the Debtor's obligations under this Section 15.9) and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company Debtor for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, other Party and no proof or evidence of any actual loss shall be required by the Company other Party or its liquidatorthe liquidator or otherwise or any of them. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Official Noon Spot Rate of exchange quoted by the Bank of Canada at 12:00 noon (Montreal time) for purchases of U.S. Dollars with the judgment currency other than U.S. Dollars referred to in Subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Master and Purchase Agreement (Jp Morgan Partners Bhca Lp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the "Base Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Biovail Corp International)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency Currency (the "Judgment Currency") an amount due or contingently due in any other currency under the Securities of any series and or this Indenture in any other currency (the “Base "Required Currency"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the Bank of Canada indicative rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported on the "Exchange Rates" page of the website of Bank of Canada (or such other means of reporting the Bank of Canada indicative rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (GREAT PANTHER MINING LTD)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities Notes and this Indenture: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a any other currency (the “Judgment Currency”"judgment currency") an amount due in such coin or contingently due in any other currency under of the Securities United States of any series America as at the time of payment shall be legal tender for the payment of public and this Indenture (the “Base Currency”)private debts, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement endorsement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in such coin or currency of the Base Currency United States of America as at the time of payment shall be legal tender for the payment of public and private debts as originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities Notes and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders of Notes and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in such coin or currency of the Base Currency United States of America as at the time of payment shall be legal tender for the payment of public 77 and private debts due or contingently due under the Securities Notes and this Indenture (other than under this Subsection paragraph (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection paragraph (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections paragraphs (a)(ii) and (b) of this Section 11.8 shall constitute separate and independent obligations of the Company from its other obligations under the Securities Notes and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection paragraph (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection paragraph (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (CHS Electronics Inc)

Conversion of Currency. (a) The Company covenants and agrees the Subsidiary Guarantors covenant and agree that the following provisions shall apply to the conversion of currency in the case of the Securities Notes, the Subsidiary Guaranties and this Indenture: (i) If If, for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"JUDGMENT CURRENCY") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”"BASE CURRENCY"), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency originally due. (b) In the event of the winding-winding up of the Company at any time while any amount or damages owing under the Securities and Notes, this Indenture, and the Subsidiary Guaranties, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1i) the date as of which the equivalent of the amount in U.S. dollars or Canadian dollars, as the Base Currency case may be, due or contingently due under the Securities and Notes, this Indenture (other than under this Subsection (bSection 12.14(b)) ), and the Subsidiary Guaranties is calculated for the purposes of such winding-winding up and (2ii) the final date for the filing of proofs of claim in such winding-winding up. For the purpose of this Subsection (b) Section 12.14(b), the final date for the filing of proofs of claim in the winding-winding up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-winding up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(iiSections 12.14(a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company separate and independent from its other respective obligations under the Securities and Notes, this Indenture, and the Subsidiary Guaranties, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees Trustee or either any of them from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) aboveSection 12.14(b)) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidatorthe liquidator otherwise or any of them. In the case of Subsection (b) aboveSection 12.14(b), the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution.

Appears in 1 contract

Sources: Indenture (Novelis Inc.)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency Currency in the case of the Securities and this IndentureIndenture to the fullest extent permitted by applicable law: (i) If for the purposes of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”) an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Required Currency”), then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a the final judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall pay such additional (or, as the case may be, such lesser) amount, if any, as may be necessary so that the amount paid in the Judgment Currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Required Currency originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain unpaid or outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Required Currency due or contingently due under the Securities and this Indenture (other than under this Subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection (b) the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections (a)(ii) and (b) of this Section 114 shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, shall apply irrespective of any waiver or extension granted by any Holder or the Trustees or either of them Trustee from time to time and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the TrusteesTrustee, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its the applicable liquidator. In the case of Subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term “rate(s) of exchange” shall mean the Bank of Canada noon rate for purchases on the relevant date of the Required Currency with the Judgment Currency, as reported by Telerate on screen 3194 (or such other means of reporting the Bank of Canada noon rate as may be agreed upon by each of the parties to this Indenture) and includes any premiums and costs of exchange payable. [NTD: Alternatively use “Market Exchange Rate in this section.] (e) The Trustee shall have no duty or liability with respect to monitoring or enforcing this Section 114.

Appears in 1 contract

Sources: Indenture (B2gold Corp)

Conversion of Currency. (a) The Company covenants and agrees that the following provisions shall apply to conversion of currency in the case of the Securities and this Indenture: (i) If for the purposes purpose of obtaining judgment in, or enforcing the judgment of, any court in any country, it becomes necessary to convert into a currency (the “Judgment Currency”"judgment currency") an amount due or contingently due in any other currency under the Securities of any series and this Indenture (the “Base Currency”)U.S. Dollars, then the conversion shall be made at the rate of exchange prevailing on the Business Day before the day on which a final the judgment is given or the order of enforcement is made, as the case may be (unless a court shall otherwise determine). (ii) If there is a change in the rate of exchange prevailing between the Business Day before the day on which the judgment referred to in (i) above is given or an order of enforcement is made, as the case may be (or such other date as a court shall determine), and the date of receipt of the amount due, the Company shall will pay such additional amount (or, as the case may be, be refunded such lesser) lesser amount), if any, as may be necessary so that the amount paid in the Judgment Currency judgment currency when converted at the rate of exchange prevailing on the date of receipt will produce the amount in the Base Currency U.S. Dollars originally due. (b) In the event of the winding-up of the Company at any time while any amount or damages owing under the Securities and this Indenture, or any judgment or order rendered in respect thereof, shall remain outstanding, the Company shall indemnify and hold the Holders and the Trustees Trustee harmless against any deficiency arising or resulting from any variation in rates of exchange between (1) the date as of which the equivalent of the amount in the Base Currency U.S. Dollars due or contingently due under the Securities and this Indenture (other than under this Subsection subsection (b)) is calculated for the purposes of such winding-up and (2) the final date for the filing of proofs of claim in such winding-up. For the purpose of this Subsection subsection (b) ), the final date for the filing of proofs of claim in the winding-up of the Company shall be the date fixed by the liquidator or otherwise in accordance with the relevant provisions of applicable law as being the latest practicable date as at which liabilities of the Company may be ascertained for such winding-up prior to payment by the liquidator or otherwise in respect thereto. (c) The obligations contained in Subsections subsections (a)(ii) and (b) of this Section shall constitute separate and independent obligations of the Company from its other obligations under the Securities and this Indenture, shall give rise to separate and independent causes of action against the Company, 115 shall apply irrespective of any waiver or extension granted by any Holder (other than with respect to the Holder granting the waiver or extension) or the Trustees or either of them from time to time Trustee and shall continue in full force and effect notwithstanding any judgment or order or the filing of any proof of claim in the winding winding-up of the Company for a liquidated sum in respect of amounts due hereunder (other than under Subsection subsection (b) above) or under any such judgment or order. Any such deficiency as aforesaid shall be deemed to constitute a loss suffered by the Holders or the Trustees, as the case may be, and no proof or evidence of any actual loss shall be required by the Company or its liquidator. In the case of Subsection subsection (b) above, the amount of such deficiency shall not be deemed to be increased or reduced by any variation in rates of exchange occurring between the said final date and the date of any liquidating distribution. (d) The term "rate(s) of exchange" shall mean the rate of exchange quoted by Bankers Trust Company at its central foreign exchange desk in its head office in New York City at 12:00 noon (New York City time) for purchases of U.S. Dollars with the judgment currency other than U.S. Dollars referred to in subsections (a) and (b) above and includes any premiums and costs of exchange payable.

Appears in 1 contract

Sources: Indenture (Globenet Communications Group LTD)