Extract to table

03 specifies the order in which Clearview is required to apply borrower payments to the serviced receivables

02 provides that the MSA shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to conflict-of-laws principles

The notice requirement is a condition to Clearview's indemnification obligations and must be satisfied to preserve SBF's rights, as discussed further below

Limitations on Indemnification The enforceability and scope of SBF's indemnification claims must be evaluated in light of any limitations contained in the MSA, particularly Section 10

03 contains a cap on Clearview's aggregate liability under the MSA, we must determine whether the cap applies to indemnification claims under Section 9

To the extent SBF is required to pay Halcyon additional amounts arising from the data discrepancy, such amounts would constitute indemnifiable losses under Section 9