Amounts payable of the Debtor within the indemnity set forth within 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, Almost every other Taxes).
(c) Borrower hereby agrees in order to indemnify Bank getting, and to hold on a minute innocuous facing, a complete number of Non-Excluded Taxation or any other Taxes, and full number of Fees of any kind enforced from the people jurisdiction into amounts payable from the Borrower below so it Area 2.eleven enforced on the or paid down of the such as for instance Bank and you may people liability (and additionally charges, improvements so you’re able to tax, attention and costs) arising therefrom or with respect thereto. Brand new indemnity by the Debtor sent to in this Area dos.11 shall incorporate and become made perhaps the Non-Excluded Taxation or any other Fees which indemnification hereunder is actually tried have been correctly otherwise lawfully asserted. 11(c) will be paid down within this ten (10) months throughout the day on which Lender tends to make created request therefor.
Through to recognition on paper of the Lender of these more Participation Arrangement as eligible, and you can filing away from an excellent UCC-step 3 amendment incorporating the fresh new Participation Contract
(d) Versus prejudice into the survival of every other agreement of Debtor hereunder, the latest agreements and loans of Debtor within Area dos.11 will survive the conclusion it Arrangement and the almost every other Loan Documents. Little contained in Part dos.10 or that it Part 2.11 should need people Lender to offer any of their tax returns or any other suggestions which deems are private 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.
All the money received because of the Contribution Licenses shall be placed on the applicable Dedicated Account. how to apply usda home loan Up on the latest Termination Big date while the fee of all amounts due by Borrower hereunder, a cost equivalent to extent into the put regarding Loyal Membership because of the fresh Contribution Certificates is going to be remitted of the Bank so you’re able to Debtor.
Section 2.15 Even more Involvement 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. Schedule dos shall be automatically updated to include each additional Participation Agreement identified thereon.
(a) With respect to any Repledge Equity that’s sworn by the Borrower hereunder, Borrower possess earliest pledged instance Repledge Collateral within the Safeguards Agreement.
(b) Debtor and you will Bank per hereby agrees and acknowledges you to their legal rights hereunder are located in every respects subject to and you may using in order to (i) CSFB’s legal rights within the CSFB Loan Contract and you can Defense Contract and you can (ii) CSFB’s shelter need for the latest Repledge Collateral and you will liberties under the Protection Agreement.
Section 3.01 Debtor Life. 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.