Number payable by the Debtor within the indemnity established within Point 2
(b) In addition, Borrower hereby agrees to pay any present or future stamp, recording, documentary, excise, property or value-added taxes where can i get a loan Gurley, 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, Other Taxation).
(c) Debtor hereby agrees in order to indemnify Bank to have, and to hold on a minute simple facing, the full number of Non-Excluded Fees or other Fees, and full number of Fees of any kind implemented from the one legislation for the number payable of the Debtor under so it Point dos.11 enforced towards otherwise paid down by particularly Bank and you will people responsibility (and charges, enhancements in order to taxation, attention and expenses) developing therefrom or in respect thereto. Brand new indemnity by the Debtor sent to contained in this Section 2.eleven shall apply and start to become generated if the Low-Omitted Fees or any other Fees which indemnification hereunder is actually found was in fact accurately otherwise legitimately asserted. 11(c) might be paid back within this ten (10) months about go out about what Bank produces created request therefor.
Upon recognition on paper because of the Bank of these additional Involvement Contract since the qualified, and submitting away from a good UCC-step three amendment incorporating the brand new Contribution Contract
(d) Rather than bias with the success of every almost every other agreement of the Borrower hereunder, the fresh plans and you can financial obligation of your own Debtor within this Point 2.eleven should endure the end of this Contract as well as the almost every other Financing Records. Nothing found in Area dos.ten or this Section 2.11 should wanted one Financial to offer any kind of their tax statements or other recommendations 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 financing obtained because of the Involvement Certificates should be transferred regarding the applicable Loyal Account. Through to the fresh Termination Time plus the fee of the many quantity due by Borrower hereunder, a cost equivalent to the quantity into deposit on Dedicated Membership because of the fresh Involvement Certificates is remitted from the Bank to Debtor.
Section 2.15 Even more Contribution Plans. Schedule 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) Regarding people Repledge Guarantee that is bound from the Debtor hereunder, Debtor keeps basic bound particularly Repledge Equity under the Safeguards Contract.
(b) Borrower and you may Bank per hereby agrees and you may recognizes you to definitely its liberties hereunder come into the areas subject to and you may under in order to (i) CSFB’s rights according to the CSFB Loan Agreement and you will Cover Arrangement and you may (ii) CSFB’s safety need for brand new Repledge Equity and you may legal rights in Protection Agreement.
Section 3.01 Debtor Lives. 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.