Quantity payable because of the Debtor beneath the indemnity set forth contained in this Part 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 Taxation).
(c) Debtor hereby believes in order to indemnify Bank for, and hold on a minute simple up against, a full quantity of Low-Excluded Fees or other Taxes, and also the complete quantity of Taxation of any kind imposed of the any legislation for the numbers payable from the Debtor less than that it Point 2.eleven enforced with the or reduced by the eg Financial and you may one liability (as well as charges, additions so you can tax, attention and expenditures) occurring therefrom or relating thereto. Brand new indemnity by the Borrower provided for in this Area dos.eleven should apply and be generated whether or not the Non-Omitted Taxes or any https://paydayloanalabama.com/millbrook/ other Fees for which indemnification hereunder was found was indeed accurately otherwise legitimately asserted. 11(c) should be paid back within this ten (10) weeks about time on which Financial produces composed consult therefor.
Up on acceptance on paper from the Bank of such even more Contribution Agreement because qualified, and you may filing away from good UCC-step 3 modification incorporating the new Contribution Contract
(d) Without prejudice to the survival of every other agreement of one’s Borrower hereunder, the preparations and you can debt of one’s Borrower within this Area 2.11 will endure the conclusion so it Arrangement therefore the other Financing Data. Absolutely nothing found in Section dos.10 or it Point 2.11 shall require any Lender to offer any one of their taxation statements and other advice it deems to-be confidential or 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 of the finance obtained due to this new Participation Permits is placed on relevant Devoted Membership. Abreast of new Cancellation Day therefore the payment of all of the number due by the Borrower hereunder, an amount comparable to the amount into the put on the Devoted Membership on account of the brand new Participation Licenses is going to be remitted from the Financial to Debtor.
Section 2.15 Even more Contribution Preparations. 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. Agenda dos shall be automatically updated to include each additional Participation Agreement identified thereon.
(a) In terms of people Repledge Equity that’s pledged of the Borrower hereunder, Borrower has actually basic pledged such as for instance Repledge Collateral under the Cover Arrangement.
(b) Borrower and you may Lender each hereby believes and you may understands that the legal rights hereunder have the respects susceptible to and you may using in order to (i) CSFB’s liberties underneath the CSFB Financing Agreement and you will Security Agreement and (ii) CSFB’s security interest in the fresh Repledge Equity and you can liberties in Coverage Agreement.
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.
