Amounts payable by Borrower in indemnity established within this Point dos
(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, payday loans Eagle Point any performance under, or otherwise with respect to, this Agreement or any other Loan Document (collectively, Other Taxes).
(c) Borrower hereby agrees so you can indemnify Financial having, also to hold on a minute harmless against, the full quantity of Low-Excluded Fees or other Fees, additionally the full number of Fees of any sort implemented because of the people legislation with the number payable by Debtor around that it Section dos.eleven imposed towards the or paid down of the like Bank and you can one accountability (in addition to penalties, improvements so you’re able to taxation, focus and you will expenses) occurring therefrom or relating thereto. The newest indemnity by Borrower taken to in this Area dos.11 shall implement and start to become produced whether the Non-Excluded Taxes and other Fees in which indemnification hereunder is actually needed was in fact precisely or legitimately asserted. 11(c) is going to be paid off in this ten (10) weeks regarding date on what Financial renders created consult therefor.
Up on recognition in writing because of the Bank of such a lot more Participation Arrangement while the qualified, and you may submitting off an effective UCC-3 modification incorporating the latest Participation Agreement
(d) Rather than bias to your emergency of every almost every other agreement of your own Borrower hereunder, the fresh agreements and debt of Debtor in this Point dos.11 should endure the end of that it Arrangement while the almost every other Financing Data files. Absolutely nothing contained in Section dos.10 otherwise that it Point 2.eleven will want any Financial to make available any kind of the tax statements or other recommendations this deems are private or 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.
Most of the financing received because of new Participation Certificates will likely be deposited from the applicable Faithful Account. Up on the fresh new Termination Date plus the percentage of the many numbers owed of the Borrower hereunder, a cost comparable to extent into the put throughout the Devoted Profile because of the fresh Involvement Licenses is going to be remitted of the Financial so you’re able to Debtor.
Section 2.15 More Involvement Preparations. Plan 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) With respect to people Repledge Equity that’s sworn from the Borrower hereunder, Borrower enjoys earliest bound eg Repledge Guarantee within the Security Arrangement.
(b) Debtor and Lender for every hereby agrees and you can acknowledges you to their liberties hereunder have been in all of the respects subject to and you will subordinate in order to (i) CSFB’s rights within the CSFB Loan Agreement and you will Security Agreement and (ii) CSFB’s coverage need for new Repledge Collateral and you can rights under the Cover Arrangement.
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.