Number payable by the Borrower beneath the indemnity established within this Area 2
(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, Most other Fees).
(c) Borrower hereby believes to indemnify Financial to own, and to wait innocuous up against, an entire level of Low-Omitted Taxation or any other Fees, together with full quantity of Taxation of any kind imposed because of the one legislation toward quantity payable because of the Borrower significantly less than it Area 2.11 implemented to the otherwise paid down by the such as for instance Lender and any accountability (and additionally punishment, improvements to help you income tax, focus and you will costs) arising therefrom or relating thereto. The brand new indemnity because of the Debtor sent to contained in this Part 2.11 will implement and be generated whether the Low-Omitted Fees and other Fees in which indemnification hereunder is actually desired was truthfully or legally asserted. 11(c) might be paid down within 10 (10) months from the day on which Lender renders composed consult therefor.
Upon acceptance written down from the Bank of such extra Contribution Contract because qualified, and you will processing of a UCC-3 amendment adding new Involvement Arrangement
(d) Rather than bias on endurance of every almost every other arrangement of Borrower hereunder, new arrangements and loans of your Borrower in this Point dos.eleven will endure the end of this Agreement as well as the almost every other Loan Records. Nothing contained in Area loan payday no credit check Alabama dos.ten or which Part dos.11 shall want one Financial to make available any one of their taxation statements or other suggestions it deems to get confidential otherwise exclusive.
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.
Every loans acquired because of this new Involvement Certificates should be transferred on appropriate Faithful Membership. On the fresh Cancellation Go out and the payment of the many wide variety owed of the Debtor hereunder, a cost comparable to extent toward put regarding the Faithful Account due to the fresh new Participation Permits will be remitted by the Lender in order to Borrower.
Section 2.15 Additional Participation Arrangements. Schedule dos 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 2 shall be automatically updated to include each additional Participation Agreement identified thereon.
(a) With respect to one Repledge Equity which is pledged by the Debtor hereunder, Debtor has actually basic pledged such as for example Repledge Security underneath the Shelter Agreement.
(b) Borrower and Bank for every single hereby believes and you can recognizes one to their rights hereunder can be found in all areas at the mercy of and you will using to (i) CSFB’s liberties according to the CSFB Mortgage Arrangement and you may Coverage Arrangement and you may (ii) CSFB’s cover interest in the newest Repledge Security and you may legal rights under the Protection Arrangement.
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.