The Borrower hereby indemnifies EDC its directors, officers, employees, attorneys and agents and their respective heirs, executors, administrators, successors and assigns (each, an "Indemnified Party") from and against, any claim, damage, loss, liability, judgment, suit, cost or expense of any kind (including reasonable fees and expenses of counsel), arising directly or indirectly out of: (i) any breach by Borrower of any representation warranty or covenant contained herein or in any other Transaction Document; (ii) the enforcement by EDC of any right or remedy hereunder or under any other Transaction Document; and (iii) the ownership, possession, use, sale, lease or condition of any part of the Collateral; provided that the forgoing indemnity shall not apply to any claim, damage, loss, liability, judgment, suit, cost or expense resulting from the gross negligence or willful misconduct of an Indemnified Party. This Section 10.4 shall not apply to Taxes other than any Taxes that represent losses, claims, damages, etc. arising from any non-tax claim.