Indemnification. Lenders agree to indemnify each of Administrative Agent and Sustainability Structuring Agent (to the extent not reimbursed by Borrowers hereunder and without limiting any obligations of Borrowers hereunder) ratably, in accordance with their Pro Rata Shares, for any and all claims of any kind and nature whatsoever that may be imposed on, incurred by or asserted against Administrative Agent or Sustainability Structuring Agent (in each case, including by any Lender) arising out of or by reason of any investigation in or in any way relating to or arising out of this Agreement or any other Financing Agreement or any other documents contemplated by or referred to herein or therein or the transactions contemplated hereby or thereby (including the costs and expenses that Administrative Agent or Sustainability Structuring Agent is obligated to pay hereunder) or the enforcement of any of the terms hereof or thereof or of any such other documents, provided, that, no Lender shall be liable for any of the foregoing to the extent it arises from the gross negligence or willful misconduct of the party to be indemnified as determined by a final non-appealable judgment of a court of competent

Indemnification by the Borrower. The Borrowers shall indemnify each ofthe Administrative Agent and(and any sub agent thereof), each Arranger, the Sustainability Structuring Agent (toAgent, each Lender and each L/C Issuer, and each Related Party of any of the extent not reimbursed by Borrowers hereunderforegoing Persons (each such Person being called an “Indemnitee”) against, and without limiting any obligations of Borrowers hereunder) ratably, in accordance with their Pro Rata Shares, forhold each Indemnitee harmless from, any and all claimslosses, claims, damages, liabilities and related expenses (including the reasonable fees, charges and disbursements of any kindcounsel for any Indemnitee), and nature whatsoever thatshall indemnify and hold harmless each Indemnitee from all fees and time charges and disbursements for attorneys who may be imposed on,employees of any Indemnitee, incurred by any Indemnitee or asserted against Administrative Agent or Sustainability Structuring Agent (in each case, includingany Indemnitee by any Lender) arising out ofthird party or by reason of any investigation in or in any way relating to or arising out of this Agreementthe Borrowers or any other Financing AgreementLoan Party arising out of, in connection with, or as a result of # the execution or delivery of this Agreement, any other Loan Document or any other documents contemplated byagreement or referred to herein or therein or the transactionsinstrument contemplated hereby or thereby (including the costs and expenses thatIndemnitee’s reliance on any Communication executed using an Electronic Signature, or in the form of an Electronic Record), the performance by the parties hereto of their respective obligations hereunder or thereunder, the consummation of the transactions contemplated hereby or thereby, or, in the case of the Administrative Agent (and any sub agent thereof) and its Related Parties only, the administration of this Agreement and the other Loan Documents (including in respect of any matters addressed in [Section 3.01]), # any Loan or Sustainability Structuring Agent is obligated to pay hereunder)Letter of Credit or the enforcementuse or proposed use of the proceeds therefrom (including any refusal by any L/C Issuer to honor a demand for payment under a Letter of Credit if the documents presented in connection with such demand do not strictly comply with the terms of such Letter of Credit), # any actual or alleged presence or release of Hazardous Materials on or from any property owned or operated by the Borrowers or any of their Subsidiaries, or any Environmental Liability related in any way to the Borrowers or any of their Subsidiaries, or # any actual or prospective claim, litigation, investigation or proceeding relating to any of the terms hereofforegoing, whether based on contract, tort or thereofany other theory, whether brought by a third party or by the Borrowers or any other Loan Party, and regardless of whether any Indemnitee is a party thereto, IN ALL CASES, WHETHER OR NOT CAUSED BY OR ARISING, IN WHOLE OR IN PART, OUT OF THE COMPARATIVE, CONTRIBUTORY OR SOLE NEGLIGENCE OF THE INDEMNITEE; provided that such other documents, provided, that, no Lenderindemnity shall not, as to any Indemnitee, be liable for any of the foregoingavailable to the extent it arisesthat such losses, claims, damages, liabilities or related expenses # are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee or # result from a claim brought by the partyBorrowers or any other Loan Party against an Indemnitee for breach in bad faith of such Indemnitee’s obligations hereunder or under any other Loan Document, or is in connection with any controversy, dispute or litigation in which the Borrowers are determined to be indemnifiedthe prevailing party, if the Borrowers or such other Loan Party has obtained a final and nonappealable judgment in its favor on such claim as determined by a final non-appealable judgment of a court of competent jurisdiction.

Indemnification by the Borrower. The Borrowers shall indemnify each ofthe Administrative Agent and(and any sub agent thereof), each Arranger, the Sustainability Structuring Agent (toAgent, each Lender and each L/C Issuer, and each Related Party of any of the extent not reimbursed by Borrowers hereunderforegoing Persons (each such Person being called an “Indemnitee”) against, and without limiting any obligations of Borrowers hereunder) ratably, in accordance with their Pro Rata Shares, forhold each Indemnitee harmless from, any and all claimslosses, claims, damages, liabilities and related expenses (including the reasonable fees, charges and disbursements of any kindcounsel for any Indemnitee), and nature whatsoever thatshall indemnify and hold harmless each Indemnitee from all fees and time charges and disbursements for attorneys who may be imposed on,employees of any Indemnitee, incurred by any Indemnitee or asserted against Administrative Agent or Sustainability Structuring Agent (in each case, includingany Indemnitee by any Lender) arising out ofthird party or by reason of any investigation in or in any way relating to or arising out of this Agreementthe Borrowers or any other Financing AgreementLoan Party arising out of, in connection with, or as a result of # the execution or delivery of this Agreement, any other Loan Document or any other documents contemplated byagreement or referred to herein or therein or the transactionsinstrument contemplated hereby or thereby (including the costs and expenses thatIndemnitee’s reliance on any Communication executed using an Electronic Signature, or in the form of an Electronic Record), the performance by the parties hereto of their respective obligations hereunder or thereunder, the consummation of the transactions contemplated hereby or thereby, or, in the case of the Administrative Agent (and any sub agent thereof) and its Related Parties only, the administration of this Agreement and the other Loan Documents (including in respect of any matters addressed in [Section 3.01]), # any Loan or Sustainability Structuring Agent is obligated to pay hereunder)Letter of Credit or the enforcementuse or proposed use of the proceeds therefrom (including any refusal by any L/C Issuer to honor a demand for payment under a Letter of Credit if the documents presented in connection with such demand do not strictly comply with the terms of such Letter of Credit), # any actual or alleged presence or release of Hazardous Materials on or from any property owned or operated by the Borrowers or any of their Subsidiaries, or any Environmental Liability related in any way to the Borrowers or any of their Subsidiaries, or # any actual or prospective claim, litigation, investigation or proceeding relating to any of the terms hereofforegoing, whether based on contract, tort or thereofany other theory, whether brought by a third party or by the Borrowers or any other Loan Party, and regardless of whether any Indemnitee is a party thereto, IN ALL CASES, WHETHER OR NOT CAUSED BY OR ARISING, IN WHOLE OR IN PART, OUT OF THE COMPARATIVE, CONTRIBUTORY OR SOLE NEGLIGENCE OF THE INDEMNITEE; provided that such other documents, provided, that, no Lenderindemnity shall not, as to any Indemnitee, be liable for any of the foregoingavailable to the extent it arisesthat such losses, claims, damages, liabilities or related expenses # are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee or # result from a claim brought by the partyBorrowers or any other Loan Party against an Indemnitee for breach in bad faith of such Indemnitee’s obligations hereunder or under any other Loan Document, or is in connection with any controversy, dispute or litigation in which the Borrowers are determined to be indemnifiedthe prevailing party, if the Borrowers or such other Loan Party has obtained a final and nonappealable judgment in its favor on such claim as determined by a final non-appealable judgment of a court of competent jurisdiction.

Indemnification. Lenders agree toEach Borrower and Guarantor shall, jointly and severally, indemnify each ofand hold Administrative Agent andAgent, Issuing Bank, Sustainability Structuring Agent (to the extent not reimbursed by Borrowers hereunderAgent, Swing Line Lender and without limiting any obligations of Borrowers hereunder) ratably, in accordance witheach Lender, and its officers, directors, agents, employees, advisors and counsel and their Pro Rata Shares, forrespective Affiliates (each such person being an “Indemnitee”), harmless from and against any and all claims of any kindlosses, claims, damages, liabilities, costs or expenses (including attorneys’ fees and nature whatsoever that may beexpenses) imposed on, incurred by or asserted against Administrative Agentany of them in connection with any litigation, investigation, claim or Sustainability Structuring Agent (in each case, including by any Lender) arising out ofproceeding commenced or by reason of any investigation inthreatened related to the negotiation, preparation, execution, delivery, enforcement, performance or in any way relating to or arising outadministration of this Agreement orAgreement, any other Financing AgreementAgreements, or any other documents contemplated byundertaking or referredproceeding related to herein or therein orany of the transactions contemplated hereby or thereby (includingany act, omission, event or transaction related or attendant thereto, including amounts paid in settlement, court costs, and the costsfees and expenses of counsel except that Administrative Agent or Sustainability Structuring Agent is obligatedBorrowers and Guarantors shall not have any obligation under this [Section 11.5] to pay hereunder) or the enforcement of any of the terms hereof or thereof or of any such other documents, provided, that, no Lender shall be liable for any of the foregoingindemnify an Indemnitee with respect to a matter covered hereby to the extent it arisesresulting from the gross negligence or willfulwilful misconduct of the party to be indemnifiedsuch Indemnitee as determined bypursuant to a finalfinal, non-appealable judgmentorder of a court of competent jurisdiction (but without limiting the obligations of Borrowers or Guarantors as to any other Indemnitee). To the extent that the undertaking to indemnify, pay and hold harmless set forth in this Section may be unenforceable because it violates any law or public policy, Borrowers and Guarantors shall pay the maximum portion which it is permitted to pay under applicable law to Administrative Agent, Sustainability Structuring Agent and Lenders in satisfaction of indemnified matters under this Section. To the extent permitted by applicable law, no Borrower or Guarantor shall assert, and each Borrower and Guarantor hereby waives, any claim against any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement, any of the other Financing Agreements or any undertaking or transaction contemplated hereby. All amounts due under this Section shall be payable upon demand. The foregoing indemnity shall survive the payment of the Obligations and the termination or non-renewal of this Agreement.

The Administrative Agent’s Reimbursement and Indemnification. The Lenders agree to reimburse and indemnify each ofthe Administrative Agent and Sustainability Structuring Agent (to the extentratably in proportion to their respective Pro Rata Shares # for any amounts not reimbursed by the Borrowers hereunder and without limiting any obligations offor which the Administrative Agent is entitled to reimbursement by the Borrowers hereunder) ratably, in accordance with their Pro Rata Shares,under the Loan Documents, # for any other expenses incurred by the Administrative Agent on behalf of the Lenders, in connection with the preparation, execution, delivery, administration and all claimsenforcement of the Loan Documents and # for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever thatwhich may be imposed on, incurred by or asserted against the Administrative Agent or Sustainability Structuring Agent (in each case, including by any Lender) arising out of or by reason of any investigation in or in any way relating to or arising out of this Agreementthe Loan Documents or any other Financing Agreement or any other documents contemplated by or referred to herein or thereindocument delivered in connection therewith or the transactions contemplated hereby or thereby (including the costs and expenses that Administrative Agent or Sustainability Structuring Agent is obligated to pay hereunder)thereby, or the enforcement of any of the terms hereof or thereof or of any such other documents,documents; provided, that,that no Lender shall be liable for any of the foregoing to the extent it arisesany of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have arisen solely from the gross negligence or willful misconduct of the party to be indemnified as determined by a final non-appealable judgmentAdministrative Agent. The obligations and agreements of a courtthe Lenders under this [Section 11.8] shall survive the termination of competentthis Agreement.