Quantity payable of the Borrower under the indemnity established within Part 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 Taxes).
(c) Borrower hereby believes to indemnify Bank getting, in order to wait innocuous against, a full number of Low-Omitted Fees and other Fees, and complete number of Taxes of any sort implemented by any jurisdiction into the amounts payable of the Borrower under it Section 2.11 enforced into the otherwise paid back from the instance Financial and you can people liability (and charges, additions in order to tax, attention and you can costs) occurring therefrom or in accordance thereto. The fresh indemnity of the Debtor taken to within Section 2.11 will incorporate and stay produced whether the Non-Excluded Taxation or other Taxes which indemnification hereunder is actually sought for was in fact accurately or legally asserted. 11(c) is going to be paid down within 10 (10) weeks regarding go out on which Lender makes created demand therefor.
On recognition on paper by the Bank of such even more Participation Agreement as the eligible, and filing out of a UCC-3 amendment including this new Contribution Contract
(d) In place of prejudice to your survival of every other agreement of your Borrower hereunder, the latest arrangements and personal debt of the Borrower within Section 2.eleven shall endure the end of it Arrangement additionally the almost every other Loan Files. Absolutely nothing contained in Section dos.10 otherwise this Part dos.11 shall wanted any Lender to offer some of its tax statements and other information that it deems becoming private otherwise proprietary.
Section 2.12 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 finance gotten on account of the Participation Licenses might be deposited regarding the appropriate Devoted Account. Abreast of the fresh Termination Time plus the commission of all the numbers due by the Borrower hereunder, an amount equivalent to extent toward put about Faithful Profile on account of the brand new Involvement Certificates are going to be remitted from the Bank to help you Borrower.
Section 2.15 Extra Involvement Arrangements. Agenda 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) With regards to people Repledge Guarantee which is bound by Debtor hereunder, Debtor provides first sworn such as for instance Repledge Guarantee beneath the Safeguards cash advance Kellyton Arrangement.
(b) Borrower and you will Lender for every single hereby agrees and you may recognizes you to its legal rights hereunder are in every areas at the mercy of and you will using in order to (i) CSFB’s legal rights underneath the CSFB Mortgage Arrangement and you will Safeguards Arrangement and you will (ii) CSFB’s shelter interest in the fresh new Repledge Security and you will liberties in Coverage Contract.
Section 3.01 Borrower Existence. 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.
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