Common use of Indemnification by the Lender Clause in Contracts

Indemnification by the Lender. Each Lender shall severally indemnify the Agent, within 10 days after demand therefor, for (a) any Indemnified Taxes attributable to such Lender (but only to the extent that the Borrower has not already indemnified the Agent for such Indemnified Taxes and without limiting the obligation of the Borrower to do so), (b) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 13.09(d) or 13.09(c) relating to the maintenance of a Participant Register, and (c) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Agent in connection with any Loan Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Official Body. A certificate as to the amount of such payment or liability delivered to any Lender by the Agent shall be conclusive absent manifest error. Each Lender hereby authorizes the Agent to set off and apply any and all amounts at any time owing to such Lender under any Loan Document or otherwise payable by the Agent to the Lender from any other source against any amount due to the Agent under this Section 5.12.

Indemnification by the Lender. Each The Lender shall severally indemnify the Agent, within 10 days after demand therefor, for (ai) any Indemnified Taxes attributable to such Lender (but only to the extent that the Borrower has not already indemnified the Agent for such Indemnified Taxes and without limiting the obligation of the Borrower to do so), ) (b) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 13.09(d) or 13.09(c) relating to the maintenance of a Participant Register, and (cii) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Agent in connection with any Loan Transaction Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Official BodyGovernmental Authority and (iii) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 8(j) relating to the maintenance of a Participant Register. A certificate as to the amount of such payment or liability delivered to any Lender by the Agent shall be conclusive absent manifest error. Each The Lender hereby authorizes the Agent to set off and apply any and all amounts at any time owing to such the Lender under any Loan Transaction Document or otherwise payable by the Agent to the Lender from any other source against any amount due to the Agent under this Section 5.12paragraph.

Indemnification by the Lender. Each The Lender shall severally indemnify the Agent, within 10 days after demand therefor, for (ai) any Indemnified Taxes attributable to such the Lender (but only to the extent that the Borrower has not already indemnified the Agent for such Indemnified Taxes and without limiting the obligation of the Borrower to do so), (bii) any Taxes attributable to such the Lender’s failure to comply with the provisions of Section 13.09(d) or 13.09(c8(h) relating to the maintenance of a Participant Register, and (ciii) any Excluded Taxes attributable to such the Lender, in each case, that are payable or paid by the Agent in connection with any Loan Transaction Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Official BodyGovernmental Authority. A certificate as to the amount of such payment or liability delivered to any the Lender by the Agent shall be conclusive absent manifest error. Each The Lender hereby authorizes the Agent to set off and apply any and all amounts at any time owing to such the Lender under any Loan Transaction Document or otherwise payable by the Agent to the Lender from any other source against any amount due to the Agent under this Section 5.12paragraph.

Indemnification by the Lender. Each The Lender shall severally indemnify the Agent, within 10 ten (10) days after demand therefor, for for (ai) any Indemnified Taxes attributable to such Lender (but only to the extent that the Borrower has not already indemnified the Agent for such Indemnified Taxes and without limiting the obligation of the Borrower to do so), (bii) any Taxes attributable to such Lender’s 's failure to comply with the provisions of Section 13.09(d) or 13.09(c8(h) relating to the maintenance of a Participant Register, Register and (ciii) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Agent in connection with any Loan Transaction Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Official BodyGovernmental Authority. A certificate as to USActive 53428278.8 the amount of such payment or liability delivered to any Lender by the Agent shall be conclusive absent manifest error. Each The Lender hereby authorizes the Agent to set off and apply any and all amounts at any time owing to such the Lender under any Loan Transaction Document or otherwise payable by the Agent to the Lender from any other source against any amount due to the Agent under this Section 5.12paragraph.