Number payable of the Borrower underneath the indemnity set forth 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, Other Taxation).

(c) Debtor hereby believes in order to indemnify Bank for, and to hold on a minute harmless facing, a full number of Non-Omitted Taxation or any other Taxes, as well as the full level of Fees of any kind enforced by one legislation for the wide variety payable from the Debtor under it Part dos.eleven enforced toward otherwise paid back of the such Financial and you may one accountability (in addition to penalties, additions to help you income tax, attract and you may expenses) arising therefrom or in respect thereto. The fresh new indemnity by Debtor provided for in this Section dos.11 shall implement and be generated whether or not the Non-Omitted Taxes and other Fees in which indemnification hereunder try found was correctly otherwise lawfully asserted. 11(c) will be paid back inside 10 (10) days throughout the day on what Lender makes authored demand therefor.

Upon recognition in writing because of the Lender of these additional Involvement Agreement due to the fact eligible, and submitting off a good UCC-step 3 amendment incorporating the new Involvement Contract

(d) Rather than prejudice into emergency of any most other agreement of your own Debtor hereunder, the new plans and obligations of Debtor in this Area dos.eleven will endure the end of so it Agreement therefore the other Loan Data files. Nothing within Point 2.10 otherwise this Point dos.11 will require one Lender to offer any one of the tax returns or any other recommendations so it deems as confidential 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.

Most of the fund received due to the fresh Involvement Permits will be deposited on applicable Loyal Membership. Upon the brand new Cancellation Time therefore the payment of all amounts owed by the Debtor hereunder, an amount equal to the quantity into deposit in the Dedicated Profile on account of the newest Involvement Permits will be remitted because of the Bank to Debtor.

Section 2.15 Even more Contribution Agreements. 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. Agenda dos shall be automatically updated to include each additional Participation Agreement identified thereon.

(a) With regards to any Repledge Equity that is pledged by the Borrower hereunder, Debtor provides first bound such as for instance Repledge Guarantee according to the Safeguards Agreement.

(b) Debtor and you may Bank for every hereby believes and you may recognizes you to definitely their legal rights hereunder have every respects subject to and you will subordinate to help you (i) CSFB’s rights underneath the CSFB Financing Arrangement and you will Protection Agreement and you can (ii) CSFB’s safeguards interest in the Repledge Guarantee and you will liberties under the Protection Contract.

Section 3.01 Borrower Lifestyle. Borrower has been Helena loans duly organized and is validly existing as a limited liability company in good standing under the laws of the State of Delaware.