Wide variety payable payday loans Mount Vernon of the Debtor according to the indemnity established contained in this 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, Other Taxation).
(c) Borrower hereby agrees to help you indemnify Bank to own, and also to hold it innocuous facing, a complete quantity of Low-Omitted Taxation or other Fees, while the full number of Fees of any sort imposed of the any legislation to the amounts payable by Borrower below this Section dos.11 imposed toward otherwise repaid by instance Bank and you may people accountability (plus punishment, enhancements so you’re able to income tax, desire and you will expenses) arising therefrom otherwise with respect thereto. Brand new indemnity because of the Debtor delivered to within Part 2.eleven should pertain and get made whether the Low-Excluded Taxation or other Taxation which indemnification hereunder is actually desired were correctly otherwise legally asserted. 11(c) is going to be reduced inside 10 (10) weeks in the big date on what Financial makes created demand therefor.
Through to acceptance written down from the Lender of such extra Contribution Agreement due to the fact eligible, and you may submitting out of a beneficial UCC-step 3 modification incorporating this new Participation Agreement
(d) Instead of prejudice towards the emergency of any almost every other agreement of Borrower hereunder, the fresh new preparations and personal debt of the Debtor contained in this Part 2.eleven shall survive the end of which Arrangement together with other Loan Data. Absolutely nothing within Point dos.10 otherwise so it Point dos.11 shall need any Financial to offer any of their tax statements or other suggestions it deems getting 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 loans received due to the fresh Contribution Licenses is placed in the relevant Devoted Membership. Upon new Cancellation Big date in addition to commission of all number due by the Borrower hereunder, an expense equivalent to the amount to your put in the Faithful Profile because of brand new Involvement Permits can be remitted by the Financial in order to Borrower.
Section 2.15 A lot more Participation Preparations. 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. Agenda 2 shall be automatically updated to include each additional Participation Agreement identified thereon.
(a) When it comes to any Repledge Security that is bound by Borrower hereunder, Debtor keeps earliest sworn such Repledge Equity in Security Contract.
(b) Debtor and Financial for every hereby believes and you can acknowledges one its legal rights hereunder have all respects susceptible to and using so you can (i) CSFB’s rights under the CSFB Loan Contract and Safety Agreement and you may (ii) CSFB’s defense need for brand new Repledge Equity and you may liberties underneath the Shelter Contract.
Section 3.01 Debtor 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.