Common use of PAYMENT TO BE IN PROPER CURRENCY Clause in Contracts

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate or supplemental indenture, the obligation of the Company to make any payment of principal, premium or interest thereon shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publication.

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security Securities denominated in any particular currency other than United States Dollars or in a composite currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate or supplemental indenturetherein, the obligation of the Company to make any payment of principalthe principal thereof, or the premium or interest thereon thereon, shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefortherefor except in the case of its negligence or willful misconduct. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publicationpayable.

PAYMENT TO BE IN PROPER CURRENCY. The following provisions of this Section 114 shall apply to the extent permitted by applicable law: In the case of any Security denominated payable in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate Resolution or supplemental indentureindenture or as contemplated by Section 301, the obligation of the Company to make any payment of principal, premium or interest thereon shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in other than the Required Currency, the Trustee may may, but shall not be obligated to, take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publicationpayable.

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate or supplemental indenture, the The obligation of the Company to make any payment of principalprincipal of (and premium, premium or if any) and interest thereon on any Security shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, and the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etcpayable. Any request, demand, authorization, direction, notice, consent costs incurred by or waiver required or permitted under this Indenture on behalf of the Company (other than costs incurred by the Trustee that are passed on to the Company as provided above) in connection with the conversion of Dollars to any Foreign Currency pursuant to an election made by a Holder in accordance with Section 2.11(a) shall be in borne by the English language, except that any published notice may Holder making such an election through deduction from payments required to be in an official language made to such Holder pursuant to the terms of the country of publicationthis Indenture.

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate or supplemental indenture, the The obligation of the Company to make any payment of principalprincipal of (and premium, premium or if any) and interest thereon on any Security shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, and the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etcpayable. Any request, demand, authorization, direction, notice, consent costs incurred by or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language on behalf of the country Company (other than costs incurred by the Trustee that are passed on to the Company as provided above) in connection with the conversion of publication.Dollars to any Foreign Currency pursuant to an election made by a Holder in accordance with

PAYMENT TO BE IN PROPER CURRENCY. The following provisions of this Section 114 shall apply to the extent permitted by applicable law: In the case of any Security denominated payable in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate Resolution or supplemental indentureindenture or as contemplated by Section 301, the obligation of the Company to make any payment of principal, premium or interest thereon shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in other than the Required Currency, the Trustee may may, but shall not be obligated to, take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, payable and in no circumstances circum stances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publicationpayable.

PAYMENT TO BE IN PROPER CURRENCY. In the case of the Notes of any Security series, or any Tranche thereof, denominated in any particular currency other than Dollars or in a composite currency unit (the "“Required Currency"”), subject to applicable law and except as otherwise provided herein, therein or in or pursuant specified with respect to the related Board Resolution, Medium-Term Debt Securities Certificate or supplemental indenturesuch Notes as contemplated by Section 3.01, the obligation of the Company to make any payment of principalthe principal thereof, or the premium or interest thereon thereon, shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefortherefor except in the case of its negligence or willful misconduct. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publicationpayable.

PAYMENT TO BE IN PROPER CURRENCY. The following provisions of this Section 114 shall apply to the extent permitted by applicable law: In the case of any Security denominated payable in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Term Debt Securities Certificate Resolution or supplemental indentureindenture or as contemplated by Section 301, the obligation of the Company to make any payment of principal, premium or interest thereon shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If if any such tender or recovery is made in other than the Required Currency, the Trustee may may, but shall not be obligated to, take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publicationpayable.

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except Other than as otherwise provided herein, therein herein or in or pursuant to the related Board ResolutionSecurity, Medium-Term Debt Securities an Officers’ Certificate or a supplemental indenture, the obligation of the Company to make any payment of principalprincipal of (and premium, premium or interest thereon if any) and interest, if any, on such Security shall not be discharged or satisfied by any tender by the Company, or recovery collection by the Trustee, in any currency or currency unit other than that in which such Security is denominated (the Required “Specified Currency”), except to the extent that the Trustee timely holds for such tender or recovery shall result in the Trustee's timely holding payment the full amount of the Required Specified Currency then when due and payable. If any such tender or recovery collection is made in other than the Required Specified Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Specified Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery collection which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, is less than the full amount of the Required Specified Currency then due and payable Section 116payable. Language Notwithstanding the foregoing, if a Specified Currency is not available to make any payment of Noticesprincipal of (and premium, etc. Any requestif any) and interest, demandif any, authorizationon a Security denominated in other than Dollars due to the imposition of exchange controls or other circumstances beyond the Company’s control, direction, notice, consent or waiver required or permitted under this Indenture the Company shall be entitled to satisfy its obligation by making such payment in Dollars on the English language, except that any published notice may be in an official language basis of the country Market Exchange Rate on the date of publicationsuch payment, or if such Market Exchange Rate is not then available, on the basis of the most recently available Market Exchange Rate. For any Specified Currency, Market Exchange Rate shall mean the noon buying rate in New York, New York for cable transfers of such Specified Currency as certified for customs purposes by the Federal Reserve Bank of New York.

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except Other than as otherwise provided herein, therein herein or in or pursuant to the related Board ResolutionSecurity, Medium-Term Debt Securities an Officers' Certificate or a supplemental indenture, the obligation of the Company to make any payment of principalprincipal of (and premium, premium or interest thereon if any) and interest, if any, on such Security shall not be discharged or satisfied by any tender by the Company, or recovery collection by the Trustee, in any currency or currency unit other than that in which such Security is denominated (the Required "Specified Currency"), except to the extent that the Trustee timely holds for such tender or recovery shall result in the Trustee's timely holding payment the full amount of the Required Specified Currency then when due and payable. If any such tender or recovery collection is made in other than the Required Specified Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Specified Currency then due and payable, payable and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery collection which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, is less than the full amount of the Required Specified Currency then due and payable Section 116payable. Language Notwithstanding the foregoing, if a Specified Currency is not available to make any payment of Noticesprincipal of (and premium, etc. Any requestif any) and interest, demandif any, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be on a Security denominated in other than Dollars due to the English language, except that any published notice may be in an official language imposition of the country of publication.exchange controls

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated Each reference in any particular currency or currency unit (the "Required Currency")Security, subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related resolution of the Board Resolutionof Directors, Medium-Term Debt Securities Officer’s Certificate or supplemental indentureindenture relating thereto, to any currency shall be of the essence. Except as provided in Section 2.13, the obligation of the Company Issuer to make any payment of principalprincipal of (and premium, premium or if any) and interest thereon on any Security shall not be discharged or satisfied by any tender by the CompanyIssuer, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's timely holding the full amount of the Required Specified Currency then due and payable. If any such tender or recovery is made in a currency other than the Required Specified Currency, the Trustee may (but shall not be required to) take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Specified Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the CompanyIssuer, and the Company Issuer shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Specified Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Company Issuer hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Specified Currency, or which, when exchanged for the Required Specified Currency by the Trustee, Trustee is less than the full amount of the Required Specified Currency then due and payable Section 116. Language of Notices, etcpayable. Any request, demand, authorization, direction, notice, consent costs incurred by or waiver required or permitted under this Indenture on behalf of the Issuer (other than costs incurred by the Trustee that are passed on to the Issuer as provided above) in connection with the conversion of any Foreign Currency to Dollars pursuant to an election made by a Holder in accordance with Section 2.13 shall be in borne by the English language, except that any published notice may Holder making such an election through deduction from payments required to be in an official language made to such Holder pursuant to the terms of the country of publicationSecurity or this Indenture.

PAYMENT TO BE IN PROPER CURRENCY. Each reference in any Security, or in the Authorizing Resolution relating thereto, to any currency shall be of the essence. In the case of any Security denominated in any particular currency or currency unit (the "“Required Currency")”) other than United States dollars, subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Authorizing Resolution, Medium-Term Debt Securities Certificate or supplemental indenture, the obligation of the Company or the Guarantor, as the case may be, to make any payment of principal, premium or interest thereon shall not be discharged or satisfied by any tender by the CompanyCompany or the Guarantor, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's Trustee timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in a currency other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the CompanyCompany or the Guarantor, as the case may be, the Company or the Guarantor shall be remain fully liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Each of the Company and the Guarantor hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publicationpayable.

PAYMENT TO BE IN PROPER CURRENCY. In the case of any Security denominated in any particular currency or currency unit (the "Required Currency"), subject to applicable law and except as otherwise provided herein, therein or in or pursuant to the related Board Resolution, Medium-Medium- Term Debt Securities Certificate or supplemental indenture, the obligation of the Company to make any payment of principal, premium or interest thereon shall not be discharged or satisfied by any tender by the Company, or recovery by the Trustee, in any currency or currency unit other than the Required Currency, except to the extent that such tender or recovery shall result in the Trustee's timely holding the full amount of the Required Currency then due and payable. If any such tender or recovery is made in other than the Required Currency, the Trustee may take such actions as it considers appropriate to exchange such other currency or currency unit for the Required Currency. The costs and risks of any such exchange, including without limitation the risks of delay and exchange rate fluctuation, shall be borne by the Company, the Company shall be liable for any shortfall or delinquency in the full amount of the Required Currency then due and payable, and in no circumstances shall the Trustee be liable therefor. The Company hereby waives any defense of payment based upon any such tender or recovery which is not in the Required Currency, or which, when exchanged for the Required Currency by the Trustee, is less than the full amount of the Required Currency then due and payable Section 116. Language of Notices, etc. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publication.payable