Immunity of Incorporators Clause Samples

Immunity of Incorporators. STOCKHOLDERS, OFFICERS AND DIRECTORS

Immunity of Incorporators. No recourse under or upon any obligations, covenants or agreements contained in the Agreement, this Indenture or the Bonds, or for any claim based thereon or otherwise in respect thereof, shall be had against any incorporator, shareholder, director, officer or employee, as such, whether past, present, or future, of the Borrower or the Issuer or of any successor Person, either directly or through the Borrower or the Issuer, whether by virtue of any constitution, statute or rule of law, or by the enforcement of any assessment or penalty or otherwise; it being expressly understood that any such liability and any and all such claims are hereby expressly waived and released as a condition of, and as a consideration for, the execution of the Agreement.

Immunity of Incorporators. Stockholders, ---------------------------------------- Officers and Directors ---------------------- SECTION 12.01. No recourse under or upon any obligation, covenant or agreement of this Indenture, or of any Debenture, or for any claim based thereon or otherwise in respect thereof, shall be had against any incorporator, stockholder, officer or director, past, present or future, as such, of the Company or of any predecessor or successor corporation, either directly or through the Company or any such predecessor or successor corporation, whether by virtue of any constitution, statute or rule of law, or by the enforcement of any assessment or penalty or otherwise; it being expressly understood that this Indenture and the obligations issued hereunder are solely corporate obligations, and that no such personal liability whatever shall attach to, or is or shall be incurred by, the incorporators, stockholders, officers or directors, as such, of the Company or of any predecessor or successor corporation, or any of them, because of the creation of the indebtedness hereby authorized, or under or by reason of the obligations, covenants or agreements contained in this Indenture or in any of the Debentures or implied therefrom; and that any and all such personal liability of every name and nature, either at common law or in equity or by constitution or statute, and any and all such rights and claims against every such incorporator, stockholder, officer or director, as such, because of the creation of the indebtedness hereby authorized, or under or by reason of the obligations, covenants or agreements contained in this Indenture or in any of the Debentures or implied therefrom, are hereby expressly waived and released as a condition of, and as a consideration for, the execution of this Indenture and the issuance of such Debentures.

Immunity of Incorporators. STOCKHOLDERS, OFFICERS AND DIRECTORS 14.1 Immunity of Certain Persons........................................

Immunity of Incorporators. No recourse under or upon any obligations, covenants or agreements contained in the Agreement, this Indenture or the Bonds, or for any claim based thereon or otherwise in respect thereof, shall be had against any incorporator, stockholder, director, officer or employee, as such, whether past, present, or future, of the Borrower or the Issuer or of any successor Person, either directly or through the

Immunity of Incorporators. Stockholders, Officers and Directors Section 12.01 Indenture and Notes Solely Corporate Obligations ........................................ 55 ARTICLE 13 Limitation on Beneficial Ownership Section 13.01 Limitation on Beneficial Ownership ............................................................... 56 ARTICLE 14 Conversion of Notes Section 14.01

Immunity of Incorporators. Stockholders, Employees, Officers and Directors. A director, officer, employee, stockholder or incorporator, as such, of the Company or the Guarantor shall not have any liability for any obligation of the Company or the Guarantor under the Notes or the Indenture or for any claim based on, with respect to or by reason of such obligations or their creation. All such liability is waived and released as a condition of, and as partial consideration for, the execution of this Indenture and the issue of the Notes.

Immunity of Incorporators