Number payable by the Debtor underneath the indemnity established contained in this Area dos
(b) In addition, Borrower hereby agrees to pay any present or future stamp, recording, documentary, excise, property or value-added taxes, or similar taxes, charges or levies that arise from any payment made under or in respect of this Agreement or any other Loan Document or from the execution, delivery or registration of, any performance under, or otherwise with respect to, this Agreement or any other Loan Document (collectively, Almost every other Fees).
(c) Debtor hereby believes so you can indemnify Lender to own, and to wait innocuous facing, a full quantity of Low-Excluded Taxes or any other Taxation, plus the full level of Taxes of any sort enforced by the one jurisdiction on the number payable because of the Debtor around this Section 2.eleven imposed for the or paid down by the eg Financial and you can one responsibility (plus penalties, enhancements so you’re able to income tax, interest and you may expenditures) occurring therefrom otherwise in respect thereto. The fresh new indemnity because of the Debtor delivered to within Point dos.eleven should use and stay made perhaps the Low-Excluded Fees or any other Taxes by which indemnification hereunder is actually looked for had been truthfully otherwise legitimately asserted. 11(c) is going to be paid off inside 10 (10) weeks throughout the go out about what Financial renders authored request therefor.
On recognition written down by Financial of these more Involvement Agreement because the eligible, and you will submitting out of a beneficial UCC-step 3 amendment adding the fresh new Participation Arrangement
(d) In place of prejudice toward endurance of every other arrangement of your Borrower hereunder, brand new agreements and you may debt of Borrower within Part 2.eleven will survive the conclusion that it Contract plus the most other Loan Records. Nothing contained in Part dos.ten otherwise this Part dos.eleven shall wanted people Bank to offer any of its tax statements or any other advice so it deems to-be private otherwise proprietary.
Section 2.12 payday loans Cowarts Indemnity. Without limiting, and in addition to, the provisions of Section , the Borrower agrees to indemnify the Lender and to hold the Lender harmless from any loss or expense that the Lender may sustain or incur as a consequence of (i) a default by the Borrower in payment when due of the principal amount of or interest on the Loan or (ii) a default by the Borrower in making any prepayment after the Borrower has given a notice thereof in accordance with Section 2.03.
All the loans received on account of the Involvement Permits are going to be transferred about appropriate Faithful Account. On the fresh Cancellation Big date as well as the percentage of all of the numbers due from the Borrower hereunder, an amount comparable to the total amount toward put from the Faithful Levels on account of the fresh Involvement Certificates will likely be remitted from the Bank so you can Debtor.
Section 2.15 A lot more Involvement Arrangements. Plan 2 hereto, Borrower shall deliver a written request for approval of such Participation Agreement to Lender for Lender’s approval, which may be withheld in Lender’s sole discretion. Schedule dos shall be automatically updated to include each additional Participation Agreement identified thereon.
(a) In terms of one Repledge Equity which is sworn by the Debtor hereunder, Borrower have earliest sworn such Repledge Security within the Safety Arrangement.
(b) Debtor and you can Lender for every hereby agrees and you will understands you to definitely the legal rights hereunder have all the areas susceptible to and you will under so you can (i) CSFB’s legal rights within the CSFB Financing Arrangement and you may Coverage Contract and (ii) CSFB’s protection interest in the latest Repledge Collateral and you can legal rights underneath the Coverage Contract.
Section 3.01 Debtor Lifestyle. Borrower has been duly organized and is validly existing as a limited liability company in good standing under the laws of the State of Delaware.
