On extent the efforts to protect, indemnify, shell out and you may hold innocuous established in this

Areas 2

(a) In addition to the payment of expenses pursuant to Section nine.2 and the indemnification given pursuant to 19(e) and 8.5, whether or not the transactions contemplated hereby shall be consummated, Company agrees to defend (subject to Indemnitees’ selection of counsel), indemnify, pay and hold harmless, each Affected Party and each Lender, their Affiliates and their respective officers, partners, directors, trustees, employees and agents and persons identified in the last sentence of Section 2.4(b) hereof (each, an “Indemnitee”), from and against any and all Indemnified Liabilities, in all cases, whether or not caused by or arising, in whole or in part, out of the comparative, contributory, or sole negligence of such INDEMNITEE excluding any amounts in respect of claims for taxes not otherwise payable by Company under Part dos.16(b)(iii); provided, Company shall not have any obligation to any Indemnitee hereunder with respect to any Indemnified Liabilities to the extent such Indemnified Liabilities arise from the gross negligence, bad faith or willful misconduct, as determined by a court of competent jurisdiction in a final non-appealable order of that Indemnitee. Area nine.step 3 may be unenforceable in whole or in part because they are violative of any law or public policy, Company shall contribute the maximum portion that it is permitted to pay and satisfy under applicable law to the payment and satisfaction of all Indemnified Liabilities incurred by Indemnitees or any of them. Indemnification of an payday pawn Meadville PA Affected Party is subject to and not in addition to the indemnification provided pursuant to Section 2.19(e) and 8.5.

(b) Into the total amount let by the applicable legislation, Providers will maybe not believe, and you may Company hereby waives, one allege against one Impacted Group otherwise Bank and their particular Associates, directors, teams, attorney or representatives, into any concept out of responsibility, to own special, indirect, consequential or punitive damage (in lieu of direct otherwise actual problems) (whether the allege therefor is dependent on contract, tort or obligation imposed because of the any relevant legal criteria) occurring out-of, in connection with, right down to, or even in in any manner about, which Agreement or any Credit Document or people agreement otherwise instrument considered hereby or and so or described here otherwise therein, the newest transactions contemplated hereby or and thus, any Mortgage and/or use of the proceeds thereof or any operate otherwise omission or skills taking place inside union therewith, and you may Business hereby waives, launches and believes not to sex abreast of such allege or such damage, though accumulated and you may even in the event identified or thought to thrive with its favor.

Without the authored consent of any Financial (apart from a beneficial Defaulting Financial) that will be influenced thereby, no modification, modification, cancellation, or consent are going to be energetic whether your impression thereof would:

(a) Requisite Lenders’ Concur. Subject to Parts 9.4(b) and 9.4(c), no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by Company or Seller therefrom, shall in any event be effective without the written concurrence of Company, Administrative Agent and the Requisite Lenders.

(iii) reduce the rate of interest on any Loan (other than any waiver of any increase in the interest rate applicable to any Loan pursuant to Area dos.8) or any fee payable hereunder;

(vi) (x) amend the definition of “Borrowing Base” or (y) amend, modify, terminate or waive Area dos.a dozen, Part dos.thirteen or Point dos.14 or any provision of this Point nine.4(b) or Part nine.4(c);

(vii) amend the definition of “Requisite Lenders” “Exposure,” “Pro Rata Share,” “Advance Rate,” “Availability,” or any definition used therein; provided, with the consent of Administrative Agent, Company and the Requisite Lenders, additional extensions of credit pursuant hereto may be included in the determination of “Requisite Lenders” or “Pro Rata Share” on substantially the same basis as the Commitments and the Loans are included on the Closing Date;

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