Numbers payable because of the Debtor according to the indemnity established inside Section 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 help you indemnify Lender getting, and hold on a minute innocuous up against, an entire level of Low-Omitted Taxation or any other Taxation, together with complete quantity of Taxation of any sort imposed from the any jurisdiction on the quantity payable because of the Borrower around so it Part 2.eleven enforced to the or paid from the such Financial and you may one accountability (together with charges, enhancements so you can taxation, interest and you may expenses) arising therefrom or in respect thereto. The indemnity by the Debtor provided for contained in this Part 2.eleven will use and stay made whether the Non-Excluded Fees or any other Taxes for which indemnification hereunder is looked for had been precisely or legally asserted. 11(c) are going to be paid off contained in this 10 (10) weeks on the time on what Financial renders authored request therefor.
Upon recognition on paper because of the Lender of these even more Contribution Contract since qualified, and you can submitting from a great UCC-step 3 amendment adding new Contribution Arrangement
(d) Instead prejudice into the success of any other agreement of Debtor hereunder, the fresh new preparations and you may personal debt of the Borrower within this Point dos.eleven will survive the termination of this Agreement additionally the other Financing Data files. Absolutely nothing present in Area 2.ten otherwise so it Area dos.eleven shall need any Financial to offer any of its taxation statements or other pointers this 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 the financing obtained on account of the brand new Contribution Certificates are transferred regarding the relevant Loyal Account. Abreast of new Termination Date and the fee of the many quantity due because of the Borrower hereunder, an amount equivalent to the amount towards put about Faithful Levels on account of the latest Involvement Licenses are going to be remitted by the Bank to help you Borrower.
Section 2.15 A lot more Involvement Plans. 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 dos shall be automatically updated to include each additional Participation Agreement identified thereon.
(a) When it comes to people Repledge Guarantee which is bound because of the Borrower hereunder, Borrower has earliest pledged eg Repledge Guarantee underneath the Coverage Arrangement.
(b) Borrower and Financial for every hereby agrees and you may acknowledges that its liberties hereunder have most of the areas at the mercy of and you can using in order to (i) CSFB’s rights underneath the CSFB Financing Agreement and you may Coverage Contract and you will (ii) get a loan Lowndesboro AL CSFB’s coverage demand for the Repledge Guarantee and you can liberties under the Safeguards 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.