It is acknowledged by the parties hereto that all interest and other investment income earned on amounts on deposit in the Accounts for Federal, state and local income tax purposes shall be attributed to the Borrower. The Borrower shall be responsible for determining any requirements for paying taxes or reporting or withholding any payments for tax purposes hereunder. The Borrower shall prepare and file all tax information required with respect to the Accounts and the Account Property (including providing the Depositary Bank with any applicable required tax withholding information). The Borrower agrees to indemnify and hold the Depositary Bank, the Collateral Agent and the First Lien Secured Parties harmless against all liability for tax withholding and/or reporting for any payments. Such indemnities shall survive the termination or discharge of this Agreement or resignation or removal of either the Depositary Bank or the Collateral Agent. Neither the Depositary Bank nor the Collateral Agent shall have any obligation with respect to the making of or the reporting of any payments for tax purposes.