Common use of Limited Recourse and Non-Petition Clause in Contracts

Limited Recourse and Non-Petition. Notwithstanding any other provision of this Agreement or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this Agreement.

Limited Recourse and Non-Petition. Notwithstanding Sheffield Receivables Company LLC (a) No recourse under any obligation, covenant, or agreement of Sheffield Receivables Company LLC (“Sheffield”) contained in this Agreement, or any other provision document entered into by Sheffield in connection herewith or therewith shall be had against any partner, shareholder, shareholder, officer, agent or director of Sheffield, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that this Agreement and each such other document is a corporate obligation of Sheffield and no personal liability shall attach to or be incurred by the partners, shareholders, officers, agents or directors of Sheffield as such, or any of them, under or by reason of any of the obligations, covenants or agreements of Sheffield contained in this Agreement or any other document such document, or implied therefrom, and that any and all personal liability for breaches by Sheffield of any of such obligations, covenants or agreements, either at common law or at equity, or by statute or constitution, of every such partner, shareholder, officer, agent or director is hereby expressly waived by the parties to which it may be this Agreement as a partycondition of and consideration for the execution of this Agreement. (b) Each party hereto (other than Sheffield with respect to itself) hereby agrees that with respect to Sheffield, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision date of this Agreement, no Person may, prior Agreement to the date which is one year (or if longer, any applicable preference period) and one day after the discharge later of (i) the Legal Final Payment Date; and (ii) repayment in full of all Secured ObligationsAdvances advanced by Sheffield, it will not institute against, or join any other Person person or entity in instituting against, any IP Party against Sheffield any bankruptcy, winding up, reorganization, restructuringreorganisation, arrangement, insolvency, moratorium insolvency or liquidation (including provisional liquidation) proceedings, proceedings or other similar proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estopthe laws of England and the United States, any Obligor from taking any action prior to the expiration state of the aforementioned period in any proceedings under any Bankruptcy Laws filed United States or commenced by any other non-affiliated Person, or from commencing against any IP Party jurisdiction with authority over Sheffield or any or all of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this Agreementassets.

Limited Recourse and Non-Petition. Notwithstanding 30.1 Each Agent, Majid Al Futtaim Properties, the Guarantor and the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any other provision of this Agreement amount whatsoever shall be made by MAF Sukuk Ltd. or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, agents on its behalf except to the extent funds are available therefor from the Trust Assets and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No further agrees that no recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator for the payment of any IP Party amount owing hereunder, whether for the payment of any fee or their respective successors other amount hereunder or assigns for any amounts payable hereunder. Notwithstanding any other provision obligation or claim arising out of or based upon this Agreement, no Person may, against MAF Sukuk Ltd. to the extent the Trust Assets have been exhausted following which all obligations of MAF Sukuk Ltd. shall be extinguished; (b) prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of date on which all Secured Obligationsamounts owing by MAF Sukuk Ltd. under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other Person person in instituting against, any IP Party MAF Sukuk Ltd. any bankruptcy, winding upreorganisation, reorganization, restructuring, arrangement, insolvency, moratorium arrangement or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing bankruptcy or similar law; and (c) no recourse (whether by institution or enforcement of any legal proceeding or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of MAF Sukuk Ltd. arising under or in connection with this Section 8.16 Agreement by virtue of any law, statute or otherwise shall precludebe had against any shareholder, officer, director or be deemed to estopcorporate administrator of MAF Sukuk Ltd. in their capacity as such and any and all personal liability of every such officer or director in their capacity as such for any breaches by MAF Sukuk Ltd. of any such duty, any Obligor from taking any action prior obligation or undertaking is hereby expressly waived and excluded to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced extent permitted by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Personlaw. The provisions of this Section 8.16 shall Clause 30.1 will survive the termination of this Agreement. 30.2 None of the Agents, Majid Al Futtaim Properties, the Guarantor or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to MAF Sukuk Ltd. or claim any lien or other rights over any property held by it on behalf of MAF Sukuk Ltd.

Limited Recourse and Non-Petition. Notwithstanding 28.1 In respect of each Series of Certificates, each Agent, the Obligor and the Delegate agrees that notwithstanding anything to the contrary contained herein or in any other provision Transaction Document:‌ (a) no payment of this Agreement any amount whatsoever shall be made by the Trustee (whether in its capacity as issuer or trustee) or any of its agents on its behalf except to the extent funds are available therefor from the relevant Trust Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunder, whether for the payment of any fee or other amount hereunder or any other document to which it may be a party, the obligations obligation or claim arising out of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with or based upon this Agreement, against the Trustee (whether in its capacity as issuer or trustee) to the extent the relevant Trust Assets have been exhausted following which all obligations of and the Trustee (in any remaining claims against such IP Party hereunder capacity) shall be extinguished; (b) it will not institute against, or join with any other person in instituting against, the Trustee or the Trust any bankruptcy, reorganisation, arrangement or liquidation proceedings or other proceedings under any bankruptcy or similar law; and (c) no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement by virtue of any customary law, statute or otherwise shall be had against any officer, director, employee, shareholder, administrator officer or incorporator director of the Trustee in their capacity as such and any and all personal liability of every such shareholder, officer or director in their capacity as such for any breaches by the Trustee of any IP Party such duty, obligation or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior undertaking is hereby expressly waived and excluded to the date which is one year (or if longerextent permitted by law, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 Clause 28.1 shall survive the termination of this Agreement. 28.2 None of the Agents, the Obligor, or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to the Trustee or claim any lien or other rights over any property held by it on behalf of the Trustee.

Limited Recourse and Non-Petition. (a) The parties to this Loan Agreement hereby agree that they shall not have any recourse under any obligation, covenant, or agreement of the Portfolio Administrator contained in this Loan Agreement against any shareholder, officer, agent, employee or director of the Portfolio Administrator, by the enforcement of any assessment or by any proceeding, by virtue of any statute or otherwise, it being expressly agreed and understood that the obligations under this Loan Agreement are corporate obligations of the Portfolio Administrator. Furthermore, no personal liability shall attach to or be incurred by the shareholders, officers, agents, employees or directors of the Portfolio Administrator, or any of them, under or by reason of any of the obligations, covenants or agreements of the Portfolio Administrator contained in this Loan Agreement, or implied therefrom, and any and all personal liability of every such shareholder, officer, agent, employee or director for breaches by the Portfolio Administrator of any such obligations, covenants or agreements, either at law or by statute or constitution, is hereby deemed expressly waived by the parties to this Loan Agreement. (b) Notwithstanding any other provision provisions of this Loan Agreement or any other document to which it may be a party, impose on the obligations of each IP Party from time to time and Portfolio Administrator an obligation at any time hereunder are limited to make any payment, the rights of recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof parties to this Loan Agreement shall be limited to the assets of the Portfolio Administrator and, to the extent that such assets are reduced to zero, the parties to this Loan Agreement shall have no further claim against the Portfolio Administrator in accordance with this Agreement, all obligations respect of any resulting shortfall and any remaining claims against such IP Party hereunder or in connection herewith after such realization unsatisfied amounts shall be extinguished and neither the parties to this Loan Agreement nor any person(s) acting on their behalf shall take any further action to recover such amounts. (c) The parties to this Loan Agreement shall not thereafter revive. No recourse shall be had entitled at any time to institute against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstPortfolio Administrator, or join in any other Person in instituting againstinstitution against the Portfolio Administrator, any IP Party any bankruptcy, winding upreorganisation, reorganization, restructuringreceivership, arrangement, insolvency, moratorium winding up, examinership or liquidation (including provisional liquidation) proceedingsproceedings or for the appointment of a liquidator, examiner, receiver, receiver manager, administrator or similar official, or other proceedings under any Bankruptcy Laws. Nothing applicable bankruptcy or similar law in connection with the obligations of the Portfolio Administrator owed under this Section 8.16 Loan Agreement or any other Transaction Document; provided, however, that nothing herein shall preclude, preclude or be deemed to estop, stop any Obligor such party from (A) taking any action prior to the expiration of the aforementioned period in (x) any proceedings under any Bankruptcy Laws case or proceeding voluntarily filed or commenced by the Portfolio Administrator or (y) any involuntary bankruptcy, reorganisation, receivership, arrangement, insolvency, winding up, examinership or liquidation proceedings or other proceedings under any bankruptcy or similar law commenced by any other non-affiliated Person, person filed or from commenced against the Portfolio Administrator by a person other than such party or (B) commencing and conducting to the fullest extent permissible under all relevant laws against any IP Party the Portfolio Administrator or any properties of its properties the Portfolio Administrator any legal action which is not a bankruptcy, winding upreorganisation, reorganizationreceivership, arrangement, insolvency, moratoriumwinding up, restructuring examinership, liquidation or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this Agreementsimilar proceeding.

Limited Recourse and Non-Petition. 10.1 The Wakeel hereby acknowledges that prior to the Maturity Date or, as the case may be, the Dissolution Date of each Series all payments by the relevant Trustee to the Wakeel in respect of any such Series will be subject to the priority of payments set out in the Cashflow Waterfall and agrees with the Trustees to be bound by the terms of the Master Trust Deed and each Supplemental Trust Deed, insofar as they apply to the Wakeel or to the discharge of the Trustees' obligations to the Wakeel under this Agreement. After the occurrence of a Dissolution Event, or dissolution in accordance with Condition 11.2 (Early Dissolution for Tax Reasons) or Condition 11.3 (Dissolution at the Option of the Trustee) in respect of any Series, the rights or recourse of the Wakeel shall be limited to the amounts from time to time available and comprising the Trust Assets corresponding to such Series subject to the priority of payments set out in the Master Trust Deed and relevant Supplemental Trust Deed. Accordingly, the Wakeel shall have no claim or recourse against the Trustee(s) in respect of any amount which is or remains unsatisfied after the application of the Cashflow Waterfall in the manner aforesaid and any unsatisfied amounts shall be extinguished. 10.2 Notwithstanding any other provision provisions of this Agreement to the contrary, the Wakeel agrees that all of its rights against the relevant Trustee under or in connection with this Agreement are limited to the extent that it will not take any action or proceedings against such Trustee to recover any amounts due and payable by such Trustee to it under this Agreement except as expressly permitted by the provisions of this Agreement and after all payments of a higher priority under this Agreement, the Master Trust Deed or the relevant Supplemental Trust Deed, as applicable, have been made. The Wakeel will not petition to wind-up a Trustee in any jurisdiction. 10.3 The Wakeel shall not claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to the relevant Trustee or claim any lien or other rights over any property held by it on behalf of such Trustee. 10.4 Without prejudice to the other provisions of this Agreement, the Wakeel hereby agrees for the benefit of the Trustees that if, whether in the liquidation of the Wakeel or otherwise (and notwithstanding the provisions of this Agreement), any payment is received by it in respect of any amount due hereunder other than in accordance with the provisions of this Agreement or any other document to which it may be a partythe Trust Deed, as applicable, the obligations of each IP Party from time amount so paid shall be received and held by the Wakeel upon trust for the relevant Trustee and shall be paid over to time such Trustee forthwith upon receipt provided however that this Clause 10 (Limited Recourse and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assetsNon-Petition) shall have effect only to the extent that it does not constitute or create, and application is not deemed to constitute or create, any mortgage, charge or other security interest of the proceeds thereof any kind. 10.5 No recourse (whether by institution or enforcement of any legal proceeding or assessment or otherwise) in accordance with this Agreementrespect of any breaches of any duty, all obligations obligation or undertaking of and any remaining claims against such IP Party hereunder a Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement by virtue of any customary, law, statute or otherwise shall be had against any officer, director, employee, shareholder, administrator officer or incorporator director of a Trustee in their capacity as such and any and all personal liability of every such shareholder, officer or director in their capacity as such for any breaches by a Trustee of any IP Party such duty, obligation or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior undertaking is hereby expressly waived and excluded to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced extent permitted by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this Agreementlaw.

Limited Recourse and Non-Petition. (a) Notwithstanding any other provision of this Agreement or any other document to which it may be a partyAgreement, the Servicer, the Special Servicer, the Collateral Manager, the Note Administrator, the Advancing Agent and the Trustee hereby agree and acknowledge that the obligations of each IP Party from time to time and at any time hereunder the Issuer under this Agreement are limited recourse obligations of such IP Party and are the Issuer payable solely from its assets available at such time and amounts derived therefrom and the Commercial Real Estate Loans as contemplated hereby or in accordance with the Priority of Payments (as defined in the Indenture), and, following realization of its assets, and application all of the proceeds thereof in accordance with this AgreementCommercial Real Estate Loans, all obligations of the Issuer and any remaining all claims of the Servicer, the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator and the Trustee against such IP Party hereunder or in connection herewith after such realization the Issuer under this Agreement shall be extinguished and shall not thereafter revive. No Each of the Servicer, the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator and the Trustee hereby agrees and acknowledges that the Issuer’s obligations hereunder will be solely the corporate obligations of the Issuer, and that none of the Servicer, the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator or the Trustee will have any recourse shall be had against to any officerof the directors, directorofficers, employeeemployees, shareholdershareholders or Affiliates of the Issuer with respect to any claims, administrator losses, damages, liabilities, indemnities or incorporator of other obligations in connection with any IP Party or their respective successors or assigns for any amounts payable hereunder. transaction contemplated hereby. (b) Notwithstanding any other provision of this Agreement, no Person maythe Servicer, prior the Special Servicer, the Collateral Manager, the Advancing Agent and the Trustee hereby agree not to file, cause the filing of or join in any petition in bankruptcy against the Issuer for the non-payment to the date which is Servicer, the Special Servicer, the Collateral Manager, or the Trustee of any amounts due pursuant to this Agreement until at least one year (or and one day, or, if longer, any the applicable preference period) and one day period then in effect (including any period established pursuant to the laws of the Cayman Islands), after the discharge payment in full of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation Notes. (including provisional liquidationc) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 9.12 shall survive the termination of this AgreementAgreement for any reason whatsoever.

Limited Recourse and Non-Petition. Notwithstanding In respect of each Series of Certificates, each Agent, the Bank and the Delegate agrees that notwithstanding anything to the contrary contained herein or in any other provision Transaction Document: 27.1.1 no payment of this Agreement any amount whatsoever shall be made by the Trustee (acting in any capacity), the Delegate or any of their respective shareholders, directors, officers, employees or agents on their behalf except to the extent funds are available therefor from the relevant Trust Assets and further acknowledges and agrees that no recourse shall be had for the payment of any amount owing hereunder, whether for the payment of any fee or other amount hereunder, or any other document to which it may be a partyobligation or claim arising out of or based upon the Transaction Documents, against the Trustee (acting in any capacity), the obligations Delegate or any of each IP Party from time their respective directors, officers, employees or agents to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and the extent the relevant Trust Assets have been exhausted following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, which all obligations of the Trustee (acting in any capacity) and the Delegate shall be extinguished; 27.1.2 it will not petition for, institute, or join with any remaining claims other person in instituting proceedings for, the reorganisation, arrangement, liquidation, bankruptcy, winding-up or receivership or other proceedings under any bankruptcy or similar law against such IP Party hereunder the Trustee (and/or its directors); 27.1.3 no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement by virtue of any customary law, statute or otherwise shall be had against any shareholder, officer, director, employee, agent, director or corporate services provider of the Trustee in their capacity as such for any breaches by the Trustee and any and all personal liability of every such shareholder, administrator officer, employee, agent, director or incorporator corporate services provider of the Trustee in their capacity as such for any breaches by the Trustee of any IP Party such duty, obligation or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior undertaking is hereby expressly waived and excluded to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Lawsextent permitted by law. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration The obligations of the aforementioned period in any proceedings Trustee under any Bankruptcy Laws filed this Agreement are corporate or commenced by any other non-affiliated Person, or from commencing against any IP Party or any limited liability obligations of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as Trustee and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked for incurred by the shareholders, members, officers, employees, agents, directors or corporate services provider of the Trustee (if obtained) enforced against in their capacity as such), save in the case of their wilful default or actual fraud; and 27.1.4 it shall not be entitled to claim or exercise any such Person. The provisions right of set off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of any sums due under this Section 8.16 shall survive Agreement with respect to any liability owed by it to the termination Trustee or claim any lien or other rights over any property held by it on behalf of this Agreementthe Trustee.

Limited Recourse and Non-Petition. (a) Notwithstanding any other provision of this Agreement or any other document to which it may be a partyAgreement, the Servicer, the Special Servicer, the Collateral Manager, the Note Administrator, the Advancing Agent and the Trustee hereby agree and acknowledge that the obligations of each IP Party from time to time and at any time hereunder the Issuer under this Agreement are limited recourse obligations of such IP Party and are the Issuer payable solely from its assets available at such time and amounts derived therefrom and the Commercial Real Estate Loans as contemplated hereby or in accordance with the Priority of Payments (as defined in the Indenture), and, following realization of its assets, and application all of the proceeds thereof in accordance with this AgreementCommercial Real Estate Loans, all obligations of the Issuer and any remaining all claims of Servicer, the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator and the Trustee against such IP Party hereunder or in connection herewith after such realization the Issuer under this Agreement shall be extinguished and shall not thereafter revive. No Each of the Servicer, the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator and the Trustee hereby agrees and acknowledges that the Issuer’s obligations hereunder will be solely the corporate obligations of the Issuer, and that none of the Servicer, the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator or the Trustee will have any recourse shall be had against to any officerof the directors, directorofficers, employeeemployees, shareholdershareholders or Affiliates of the Issuer with respect to any claims, administrator losses, damages, liabilities, indemnities or incorporator of other obligations in connection with any IP Party or their respective successors or assigns for any amounts payable hereunder. transaction contemplated hereby. (b) Notwithstanding any other provision of this Agreement, no Person maythe Servicer, prior the Special Servicer, the Collateral Manager, the Advancing Agent, the Note Administrator and the Trustee hereby agree not to file, cause the filing of or join in any petition in bankruptcy against the Issuer for the non-payment to the date which is Servicer, the Special Servicer, the Collateral Manager, or the Trustee of any amounts due pursuant to this Agreement until at least one year (or and one day, or, if longer, any the applicable preference period) and one day period then in effect (including any period established pursuant to the laws of the Cayman Islands), after the discharge payment in full of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation Notes. (including provisional liquidationc) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 9.12 shall survive the termination of this AgreementAgreement for any reason whatsoever.

Limited Recourse and Non-Petition. Notwithstanding No party to this Agreement (nor any other provision of this Agreement or any other document to which it may person acting on their behalf) shall be a party, the obligations of each IP Party from time to time and entitled at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of to institute against the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstIssuer, or join in any other Person in instituting againstinstitution against the Issuer of, any IP Party any bankruptcy, winding upadministration, reorganizationmoratorium, restructuringreorganisation, controlled management, arrangement, insolvency, moratorium examinership, winding-up or liquidation (including provisional liquidation) proceedings, proceedings or other similar insolvency proceedings under any Bankruptcy Lawsapplicable bankruptcy or similar law in connection with any obligation of the Issuer under this Agreement, save for lodging a claim in the liquidation of the Issuer which is initiated by another party or taking proceedings to obtain a declaration or judgment as to the obligations of the Issuer. Nothing The parties to this Agreement hereby agree that they shall have recourse in respect of any claim against the Issuer only to sums in respect of principal, interest or other amounts (if any), as the case may be, received and retained (net of tax) by or for the account of the Issuer pursuant to the Loan Agreement (the Issuer Assets), subject always to (i) the Security Interests (as defined in the Trust Deed) and (ii) to the fact that any claims of the Agents shall rank in priority to any claims of the Borrower, and that any such claim by any and all such Agents or the Borrower shall be reduced pro rata so that the total of all such claims does not exceed the aggregate value of the Issuer Assets after meeting claims secured on them. The Trustee having realised the Issuer Assets, neither any Agent, the Borrower nor any person acting on its behalf shall be entitled to take any further steps against the Issuer to recover any further sums and no debt shall be owed by the Issuer to such person in respect of any such further sum. No party to this Section 8.16 Agreement shall precludehave any recourse against any director, shareholder, or be deemed to estop, any Obligor from taking any action prior to the expiration officer of the aforementioned period Issuer in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge respect of any obligation hereunder until obligations, covenants or agreement entered into or made by the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant Issuer in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination respect of this Agreement, except to the extent that any such person acts in bad faith or is negligent in the context of its obligations.

Limited Recourse and Non-Petition. Notwithstanding The parties to this Agreement hereby agree that they shall have recourse in respect of any claim against the Issuer only to sums in respect of principal, interest or other amounts (if any), as the case may be, actually received from Ardshinbank (after any tax deduction required by law to be made by Ardshinbank in respect of such sums and for which the Issuer has not received a corresponding additional payment from Ardshinbank pursuant to the Loan Agreement (also after any tax deduction as may be required by law)) by or for the account of the Issuer pursuant to the Loan Agreement (the “Issuer Assets”), subject always to (i) the Security Interests (as defined in the Trust Deed); and (ii) to the fact that any claims of the Agents shall rank in priority to claims of Ardshinbank and that any such claims of the Agents shall be reduced pro rata so that the total of all such claims shall not exceed the aggregate value of the Issuer Assets after meeting claims secured on them. The Trustee having realised the same, none of the Agents, Ardshinbank or any person acting on behalf of any of them shall be entitled to take any further steps against the Issuer to recover any further sums and no debt shall be owed by the Issuer to such person in respect of any such further sum. Neither any Agent nor Ardshinbank (nor any other provision person acting on behalf of this Agreement or any other document to which it may of them) shall be a party, the obligations of each IP Party from time to time and entitled at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of to institute against the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstIssuer, or join in any other Person in instituting against, any IP Party institution against the Issuer of any bankruptcy, winding upadministration, reorganizationmoratorium, restructuringreorganisation, controlled management, arrangement, insolvency, moratorium examinership, winding-up or liquidation (including provisional liquidation) proceedings, proceedings or other similar insolvency proceedings under any Bankruptcy Lawsapplicable bankruptcy or similar law in connection with any obligation of the Issuer under the Loan Agreement, save for lodging a claim in the liquidation of the Issuer which is initiated by another party or taking proceedings to obtain a declaration or judgment as to the obligations of the Issuer. Nothing in No party to this Section 8.16 Agreement shall precludehave any recourse against any director, shareholder, or officer of the Issuer in respect of any obligations, covenants or agreement entered into or made by the Issuer in respect of this Agreement, except to the extent that any such person acts in bad faith or is negligent in the context of its obligations. Citigroup Centre 25 Canada Square ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Fax: +▇▇▇ ▇▇ ▇▇▇ ▇▇▇ Attention: The Principal Paying Agent ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Fax: +▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇ Attention: The Registrar 1. The Notes are in the denomination of U.S.$200,000. Notes may only be held in holdings in the aggregate principal amount of U.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof (each, an “Authorised Holding”). 2. Subject to paragraph 4 and paragraph 11 below, Notes may be transferred by execution of the relevant form of transfer under the hand of the transferor or, where the transferor is a corporation, under its common seal or under the hand of two of its officers duly authorised in writing. Where the form of transfer is executed by an attorney or, in the case of a corporation, under seal or under the hand of two of its officers duly authorised in writing, a copy of the relevant power of attorney certified by a financial institution in good standing or a notary public or in such other manner as the Registrar may require or, as the case may be, copies certified in the manner aforesaid of the documents authorising such officers to sign and witness the affixing of the seal must be delivered with the form of transfer. In this Schedule, “transferor” shall, where the context permits or requires, include joint transferors and shall be construed accordingly. 3. The Certificate issued in respect of the Notes to be transferred must be surrendered for registration, together with the form of transfer (including any certification as to compliance with restrictions on transfer included in such form of transfer) endorsed thereon, duly completed and executed, at the Specified Office of the Registrar or the Transfer Agent, and together with such evidence as the Registrar or (as the case may be) the Transfer Agent may reasonably require to prove the title of the transferor and the authority of the persons who have executed the form of transfer. The signature of the person effecting a transfer of a Note shall conform to any list of duly authorised specimen signatures supplied by the Noteholder or be certified by a financial institution in good standing, notary public or in such other manner as the Registrar or the Transfer Agent may require. 4. No Noteholder may require the transfer of a Note to be registered during the period of 15 calendar days ending on the due date for any payment of principal or interest in respect of such Note. 5. No Noteholder who has executed a form of proxy in relation to a meeting may require the transfer of a Note covered by such form of proxy to be registered until the earlier of the conclusion of the meeting or its adjournment for want of a quorum. 6. The executors or administrators of a deceased Noteholder (not being one of several joint Noteholders) and, in the case of the death of one or more of several joint Noteholders, the survivor or survivors of such joint Noteholders, shall be the only persons recognised by the Issuer, and the Trustee, the Registrar or the Transfer Agent as having any title to such Note. 7. Any person becoming entitled to any Notes in consequence of the death or bankruptcy of a Noteholder may, upon producing such evidence that he holds the position in respect of which he proposes to act under this paragraph or of his title as the Registrar or the Transfer Agent may require (including legal opinions), become registered himself as the holder of such Notes or, subject to the provisions of these Regulations, the Notes and the Conditions as to transfer, may transfer such Notes. Ardshinbank, the Transfer Agent, the Registrar and the Paying Agents shall be at liberty to retain any amount payable upon the Notes to which any person is so entitled until such person is so registered or duly transfers such Notes. 8. Unless otherwise required by him and agreed by the Issuer and the Registrar, any Noteholder shall be entitled to receive only one Certificate in respect of his holding. 9. Joint Noteholders shall be entitled to one Certificate only in respect of their joint holding which shall, except where they otherwise direct, be delivered to the joint Noteholder whose name appears first in the Register in respect of the joint holding. 10. Where there is more than one transferee (to hold other than as joint Noteholders), separate forms of transfer (obtainable from the Specified Office of the Registrar or the Transfer Agent) must be completed in respect of each new holding. 11. A Noteholder may transfer all or part only of his holding of Notes provided, however, that both the principal amount of Notes transferred and the principal amount of the balance not transferred are an Authorised Holding. Where a Noteholder has transferred part only of his holding of Notes, a new Certificate in respect of the balance of such holding will be delivered to him. 12. The Issuer, the Transfer Agent and the Registrar shall, save in the case of the issue of replacement Notes pursuant to Condition 11 (Prescription), make no charge to the Noteholders for the registration of any holding of Notes or any transfer thereof or for the issue of any Notes or for the delivery thereof to the Specified Office of the Transfer Agent or Registrar or by uninsured post to the address specified by the Noteholder, but such registration, transfer, issue or delivery shall be effected against such indemnity from the Noteholder or the transferee thereof as the Registrar or the Transfer Agent may require in respect of any tax or other duty of whatever nature which may be levied or imposed in connection with such registration, transfer, issue or delivery. 13. Provided a transfer of a Note is duly made in accordance with all applicable requirements and restrictions upon transfer and the Note(s) transferred are presented to a Transfer Agent and/or a Registrar in accordance with the Agency Agreement and these Regulations, and subject to unforeseen circumstances beyond the control of the Transfer Agent or the Registrar arising, the Transfer Agent or the Registrar will, within five business days of the request for transfer being duly made, deliver at its Specified Office to the transferee or dispatch by uninsured post (at the request and risk of the transferee) to such address as the transferee entitled to the Notes in relation to which such Certificate is issued may have specified, a Certificate in respect of which entries have been made in the Register, all formalities complied with and the name of the transferee completed on the Certificate by or on behalf of the Registrar. Upon transfer of Definitive Certificates bearing the Rule 144A Legend, the Registrar shall deliver only Definitive Certificates that bear the Rule 144A Legend unless the conditions for removal of such legend set out in paragraph 14 of these Regulations have been satisfied. Upon transfer of Definitive Certificates not bearing the Rule 144A Legend, the Registrar shall deliver Definitive Certificates that do not bear the Rule 144A Legend unless the conditions for delivery in such circumstances of Definitive Certificates that bear the Rule 144A Legend set out in paragraph 15 of these Regulations have been satisfied. For the purposes of this paragraph, “business day” means a day on which commercial banks are open for business (including dealings in foreign currencies) in the cities in which the Registrar and (if applicable) the Transfer Agent have their respective Specified Offices. 14. Unless and until otherwise agreed among the Issuer, the Trustee and the Registrar, all Definitive Certificates issued in exchange for or on registration of transfer (such transfer being in compliance with the legends set out on the face of such Note) of Notes represented by Definitive Certificates bearing the Rule 144A Legend, shall also bear the Rule 144A Legend, provided that the Registrar shall, upon written request of a holder and upon delivery to the Registrar by the holder of a certificate substantially in the form of Exhibit A to this Schedule 2, duly executed by the transferor, issue a Definitive Certificate without such legend in exchange for a Definitive Certificate with such legend. The Issuer agrees not to remove from the Definitive Certificates bearing the Rule 144A Legend such Rule 144A Legend appearing thereon for as long as the Issuer relies on Section 3(c)(7) of the Investment Company Act. 15. Unless and until otherwise agreed among the Issuer, the Trustee and the Registrar, all Definitive Certificates issued in substitution for or on registration of transfer of Notes represented by Definitive Certificates that do not bear the Rule 144A Legend shall also not bear the Rule 144A Legend, provided that the Registrar shall on presentation to it or its order of a certificate substantially in the form provided for in Exhibit B to this Schedule 2, duly executed by the signatory thereof, issue a Definitive Certificate with such legend in exchange for a Definitive Certificate without such legend. 16. Transfers of ownership of Notes will be effected by registration of such transfer in the Register maintained by the Registrar. No transfer of a Note may be effected unless such transfer is effected in accordance with the provisions of any restrictions on transfer specified in the legends set out on the face of such Note. Each purchaser of Rule 144A Definitive Certificates holding and transferring beneficial interests of and acquiring the Rule 144A Definitive Certificates pursuant to Rule 144A, by accepting delivery of such Rule 144A Definitive Certificates, will be deemed to estophave represented, any Obligor from taking any action prior to agreed and acknowledged that: 1. It is (a) a QIB within the expiration meaning of, and pursuant to, Rule 144A that is also a QP (as defined in Section 2(a)(51) of the aforementioned period Investment Company Act, (b) not a broker-dealer which owns and invests on a discretionary basis less than U.S.$25 million in any proceedings securities of unaffiliated issuers, (c) not a participant-directed employee plans, such as a plan under any Bankruptcy Laws filed or commenced by any other non-affiliated Personsubsection 401(k) of the Code, (d) acquiring such Rule 144A Definitive Certificates for its own account, or for the account of one or more QIBs each of which is also a QP, (e) not formed for the purpose of investing in the Rule 144A Definitive Certificates or the Issuer, and (f) aware, and each beneficial owner of such Rule 144A Definitive Certificates has been advised, that the sale of such Rule 144A Definitive Certificates to it is being made in reliance on Rule 144A. 2. It will (a) along with each account for which it is purchasing, hold and transfer beneficial interests in the Rule 144A Definitive Certificates in a principal amount that is not less than U.S.$200,000 and (b) provide notice of these transfer restrictions to any subsequent transferees. In addition, they understand that the Issuer may receive a list of participants holding positions in its securities from commencing against one or more book-entry depositories. 3. It understands that the Rule 144A Definitive Certificates have not been and will not be registered under the Securities Act and may not be offered, sold, pledged or otherwise transferred except (a) in accordance with Rule 144A to a person that it and any IP Party person acting on its behalf reasonably believe is a QIB that is also a QP purchasing for its own account or for the account of one or more QIBs that are also QPs, each of which is purchasing not less than U.S.$200,000 in principal amount of the Rule 144A Definitive Certificates or (b) in an offshore transaction in accordance with Rule 903 or Rule 904 of Regulation S, in each case in accordance with any applicable securities laws of its properties any legal action which State of the United States. 4. It understands that the Issuer has the power to compel any beneficial owner of Rule 144A Definitive Certificates that is a U.S. person and is not a bankruptcyQIB and a QP to sell its interest in the Rule 144A Definitive Certificates immediately to (1) a non-U.S. person in an offshore transaction pursuant to Regulation S, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation2) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not to a person (A) prevent recourse to that is within the assets of an IP Party for the sums due United States or to become due under the Transaction Documents or that is a U.S. person and (B) constitute who is a waiverQIB and a QP and makes certain representations. Pending such transfer, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It Issuer is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person authorised to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in suspend the exercise of any other remedy hereunderspecial rights, so long as no judgment any rights to receive notice of, or attend, a Noteholders’ meeting of the Issuer and any rights to receive distributions with respect to the Rule 144A Definitive Certificates. If the obligation to transfer is not met, the Issuer is irrevocably authorised to transfer the interest in the nature of Rule 144A Definitive Certificates to, (1) a deficiency judgment or seeking personal liability shall be asked for non-U.S. person in an offshore transaction pursuant to Regulation S, or (if obtained2) enforced against a person that is in the United States or a U.S. person and who is a QIB and a QP, or may sell such interest on behalf of such owner. The Issuer has the right to refuse to honour the transfer of an interest in the Rule 144A Definitive Certificates to a U.S. person who is not a QIB and a QP. 5. It understands that its purchase and holding of the Rule 144A Definitive Certificates constitutes a representation and warranty by it that at the time of its purchase and throughout the period in which it holds such Definitive Certificates or any interest therein (a) it is not and will not be a benefit plan investor as defined in Section 3(42) of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”) or a plan subject to Section 4975 of the Code, or a governmental, church or non-U.S. plan which is subject to any federal, state, local or non-U.S. law that is substantially similar to the provisions of Section 406 of ERISA or Section 4975 of the Code, or an entity whose assets are treated as assets of any such Personplan and (b) it will not sell or otherwise transfer any such Rule 144A Definitive Certificate or interest therein to any person without first obtaining these same foregoing representations and warrants from that person. The provisions of this Section 8.16 shall survive In the termination of this Agreement.event the Issuer determines that a Rule 144A Definitive Certificate is held by a benefit plan investor (as defined in ERISA), the Issuer may cause a sa

Limited Recourse and Non-Petition. Notwithstanding any other provision of this Agreement or Deed, each of the Parties to this Deed (other than the IBLA Creditor) hereby agrees that it shall have recourse only to the assets of the IBLA Creditor (excluding the corporate administration agreement dated 26 January 2016 between the IBLA Creditor and its corporate administrator and the designated profit account of the IBLA Creditor), subject at all times to any other document prior ranking claims thereon (the "Available Assets") for the discharge of any claims against the IBLA Creditor. If the Available Assets have been properly realised and distributed and the net proceeds are insufficient for the IBLA Creditor to which it may make all payments which, but for the effect of this Clause 41, would then be a partydue, the obligations of each IP the IBLA Creditor will be limited to such net proceeds of realisation and discharged accordingly. No Party from time to time this Deed (other than the IBLA Creditor) nor any person acting on its behalf shall be entitled to take any further steps against the IBLA Creditor to recover any further sum, no debt shall be owed by the IBLA Creditor and at the IBLA Creditor's liability for any time hereunder are limited recourse obligations of such IP sum still unpaid shall be extinguished. No Party and are payable solely from to this Deed (other than the IBLA Creditor) nor any person acting on its assets available at such time and amounts derived therefrom and following realization of its assetsbehalf shall be entitled to petition or take any corporate action or other steps or legal proceedings for the winding-up, and application dissolution, court protection, examinership, reorganisation, liquidation, bankruptcy or insolvency of the proceeds thereof IBLA Creditor or for the appointment of a receiver, administrator, manager, administrative receiver, trustee, liquidator, examiner, sequestrator or similar officer in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration respect of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party IBLA Creditor or any of its properties any legal action which is not a bankruptcyrevenues or assets, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings provided each such Party or any equivalent proceedingsperson on its behalf may prove or lodge a claim in liquidation of the IBLA Creditor initiated by another Party. It is understood that No Party to this Deed (other than the foregoing provisions IBLA Creditor) nor any person acting on its behalf shall have any recourse against any director, shareholder, or officer of the IBLA Creditor in respect of any obligations, covenant or agreement entered into or made by the IBLA Creditor pursuant to the terms of this Section 8.16 shall not (A) prevent recourse Deed or any notice or documents which it is requested to the assets of an IP Party for the sums due deliver hereunder or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realizedthereunder. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 This Clause 41 shall survive the termination of this AgreementDeed.

Limited Recourse and Non-Petition. Notwithstanding 27.1 Each party agrees that notwithstanding anything to the contrary contained in this Agreement: 27.1.1 no payment of any other provision of amount whatsoever under or in connection with this Agreement shall be made by the Trustee (acting in any capacity), the Delegate or any of their respective shareholders, directors, officers, employees, corporate services providers or agents on their behalf except to the extent funds are available therefor from the relevant Trust Assets and further acknowledges and agrees that no recourse shall be had for the payment of any amount owing hereunder, whether for the payment of any fee or other amount hereunder, or any other document to which it may be a party, the obligations obligation or claim arising out of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with or based upon this Agreement, against the Trustee (acting in any capacity), the Delegate or any of their respective shareholders, directors, officers, employees, corporate services providers or agents to the extent the relevant Trust Assets have been exhausted following which all obligations of the Trustee (acting in any capacity) and the Delegate shall be extinguished; 27.1.2 it will not petition for, institute, or join with any remaining claims other person in instituting proceedings for, the reorganisation, arrangement, liquidation, bankruptcy, winding-up or receivership or other proceedings under any bankruptcy or similar law against such IP Party hereunder the Trustee (and/or its directors); 27.1.3 no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement by virtue of any customary law, statute or otherwise shall be had against any shareholder, officer, director, employee, agent, director or corporate services provider of the Trustee in their capacity as such for any breaches by the Trustee and any and all personal liability of every such shareholder, administrator officer, employee, agent, director or incorporator corporate services provider of the Trustee in their capacity as such for any breaches by the Trustee of any IP Party such duty, obligation or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior undertaking is hereby expressly waived and excluded to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Lawsextent permitted by law. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration The obligations of the aforementioned period in any proceedings Trustee under any Bankruptcy Laws filed this Agreement are corporate or commenced by any other non-affiliated Person, or from commencing against any IP Party or any limited liability obligations of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as Trustee and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked for incurred by the shareholders, members, officers, employees, agents, directors or corporate services provider of the Trustee (if obtained) enforced against in their capacity as such), save in the case of their own gross negligence, wilful misconduct or fraud; and 27.1.4 it shall not be entitled to claim or exercise any such Person. right of set off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of any sums due under this Agreement with respect to any liability owed by it to the Trustee or claim any lien or other rights over any property held by it on behalf of the Trustee. 27.2 The provisions of this Section 8.16 shall Clause 27.2 will survive the termination of this Agreement.Agreement.‌

Limited Recourse and Non-Petition. Notwithstanding ‌ 17.1 The Distributor agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any other provision of amount whatsoever under or in connection with this Agreement or any other document Transaction Document shall be made by the Trustee or any of their respective directors, officers, employees or agents on their behalf except to the extent funds are available therefor from the Trust Assets and further acknowledges and agrees that no recourse shall be had for the payment of any amount owing hereunder or any other Transaction Document, whether for the payment of any fee, indemnity or other amount hereunder or any other obligation or claim arising out of or based upon this Agreement or any other Transaction Document, against the Trustee to the extent the Trust Assets have been exhausted, following which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and the Trustee shall be extinguished; (b) it will not petition for, institute, or join with any remaining claims other person in instituting, proceedings for the reorganisation, arrangement, liquidation, bankruptcy, winding-up or receivership or other proceedings under any bankruptcy or similar law against such IP Party hereunder the Trustee (and/or its directors); and (c) no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement or any other Transaction Document by virtue of any customary law, statute or otherwise shall be had against any shareholder, member, officer, directoragent, employee, shareholder, administrator director or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration corporate service provider of the aforementioned period Trustee in any proceedings their capacity as such. The obligations of the Trustee under any Bankruptcy Laws filed or commenced by any this Agreement and the other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents are corporate or (B) constitute a waiver, release or discharge limited liability obligations of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as Trustee and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked for incurred by the shareholders, members, officers, agents, directors or corporate service provider (if obtainedin each of their respective capacities as such) enforced against any such Personof the Trustee, save in the case of their wilful default or actual fraud. The provisions of Reference in this Section 8.16 shall survive the termination of this Agreement.sub-Clause 17.1

Limited Recourse and Non-Petition. Notwithstanding The Borrower hereby agrees that it shall have recourse in respect of any claim against the Lender only to sums in respect of principal, interest or other amounts (if any), as the case may be, actually received from the Borrower (after any tax deduction required by law to be made by the Borrower in respect of such sums and for which the Lender has not received a corresponding additional payment from the Borrower pursuant to this Agreement (also after any tax deduction as may be required by law)) by or for the account of the Lender pursuant to this Agreement (the ‘‘Lender Assets’’), subject always to (i) the Security Interests (as defined in the Trust Deed); and (ii) to the fact that any claims of the Joint Lead Managers (as defined in the Subscription Agreements) shall rank in priority to claims of the Borrower hereunder, and that any such claim by the Joint Lead Managers or the Borrower shall be reduced pro rata so that the total of all such claims does not exceed the aggregate value of the Lender Assets after meeting claims secured on them. The Trustee having realized the same, neither the Borrower nor any person acting on its behalf shall be entitled to take any further steps against the Lender to recover any further sums and no debt shall be owed by the Lender to such person in respect of any such further sum. In particular, neither the Borrower nor any other provision person acting on behalf of this Agreement or any other document to which it may of them shall be a party, the obligations of each IP Party from time to time and entitled at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of to institute proceedings against the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstLender, or join with any other Person person in bringing, instituting againstor joining, insolvency proceedings (whether court-based or otherwise) against the Lender. Neither the Borrower nor any IP Party other person acting on its behalf shall be entitled at any time to institute against the Lender, or join in any institution against the Lender of, any bankruptcy, winding upadministration, moratorium, reorganization, restructuringcontrolled management, arrangement, insolvency, moratorium examinership, winding-up or liquidation (including provisional liquidation) proceedings, proceedings or other similar insolvency proceedings under any Bankruptcy Lawsapplicable bankruptcy or similar law in connection with any obligation of the Lender under this Agreement, save for lodging a claim in the liquidation of the Lender which is initiated by another party or taking proceedings to obtain a declaration or judgment as to the obligations of the Lender. Nothing in this Section 8.16 The Borrower shall precludehave no recourse against any director, shareholder, or be deemed to estop, any Obligor from taking any action prior to the expiration officer of the aforementioned period Lender in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge respect of any obligation hereunder until obligations, covenants or agreement entered into or made by the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant Lender in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination respect of this Agreement, except to the extent that any such person acts in bad faith or is negligent in the context of its obligations.

Limited Recourse and Non-Petition. Notwithstanding 20.1 Each Party to this ▇▇▇▇ agrees that notwithstanding anything to the contrary contained in this Deed: 20.1.1 no payment of any other provision of this Agreement or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder amount whatsoever under or in connection herewith after such realization with this Deed shall be extinguished made by the Issuer or any agents on its behalf except to the extent funds are available from the relevant Lease Certificate Assets and shall not thereafter revive. No further agrees that no recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator for the payment of any IP Party amount owing hereunder or under any Transaction Document, whether for the payment of any fee, indemnity or other amount owing hereunder or any other obligation or claim arising out of or based upon this Deed or other Transaction Document, against the Issuer, the Representative or any of its respective agents to the extent the relevant Lease Certificate Assets have been exhausted following which all obligations of the Issuer, Ziraat Katılım (to the extent that it fulfils all of its obligations under the Transaction Documents to which it is a party), the Representative and the Agents and their respective successors agents or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, affiliates shall be extinguished; 20.1.2 prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of date on which all Secured Obligationsdue amounts owing by the Issuer under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other Person person in instituting against, any IP Party the Issuer any bankruptcy, winding upreorganisation, reorganization, restructuring, arrangement, insolvency, moratorium arrangement or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing bankruptcy or similar law; 20.1.3 no recourse under any obligation, covenant or agreement contained in this Section 8.16 any Transaction Document shall precludebe had against any officer, agent or be deemed to estop, any Obligor from taking any action prior to the expiration director of the aforementioned period in Issuer, by the enforcement of any proceedings under any Bankruptcy Laws filed assessment or commenced by any other non-affiliated Personproceeding, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge by virtue of any obligation hereunder until statute or otherwise. The obligations of the assets of such IP Party have been realized. It Issuer under these presents and any other Transaction Document to which it is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws are corporate or in limited liability obligations of the exercise of any other remedy hereunder, so long as Issuer and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked incurred by the shareholders, members, officers, agents or directors of the Issuer save in the case of their wilful default or actual fraud; and 20.1.4 it shall not be entitled to claim or exercise any right of set-off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of sums due under this Deed. No collateral is or will be given for the payment obligations by the Issuer under this Deed. 20.2 Neither Ziraat Katılım nor the Representative nor the Certificateholders shall be entitled to claim or (if obtained) enforced against exercise any such Person. The provisions right of set-off or counterclaim in respect of any sums due under this Section 8.16 shall survive Deed or the termination Conditions or any part thereof with respect to any liability owed by it to the Issuer or claim any lien or other rights over any property held by it on behalf of this Agreementthe Issuer.

Limited Recourse and Non-Petition. Notwithstanding No parties to this Agreement (nor any other provision of this Agreement or any other document to which it may person acting on their behalf) shall be a party, the obligations of each IP Party from time to time and entitled at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of to institute against the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstIssuer, or join in any other Person in instituting againstinstitution against the Issuer of, any IP Party any bankruptcy, winding upadministration, reorganizationmoratorium, restructuringreorganisation, controlled management, arrangement, insolvency, moratorium examinership, winding-up or liquidation (including provisional liquidation) proceedings, proceedings or other similar insolvency proceedings under any Bankruptcy Laws. Nothing applicable bankruptcy or similar law in connection with any obligation of the Issuer under this Section 8.16 shall precludeAgreement, save for lodging a claim in the liquidation of the Issuer which is initiated by another party or be deemed taking proceedings to estop, any Obligor from taking any action prior obtain a declaration or judgment as to the expiration obligations of the aforementioned period Issuer. The parties to this Agreement hereby agree that, notwithstanding any other provisions hereof, they shall have recourse in respect of any proceedings under claim against the Issuer only to sums in respect of principal, interest or other amounts (if any), as the case may be, received by or for the account of the Issuer pursuant to the Loan Agreement (after deduction or withholding of such taxes as may be required to be made by the Issuer by law or regulation in respect of each such sum or in respect of the Notes) (the “Issuer Assets”), subject always to (i) the Security Interests (as defined in the Trust Deed) and (ii) to the fact that any Bankruptcy Laws filed or commenced claims of the Agents shall rank in priority to any claims of NN and that any such claim by any other non-affiliated Personand all such Agents or NN shall be reduced pro rata so that the total of all such claims does not exceed the aggregate value of the Issuer Assets after meeting claims secured on them. None of the Agents, NN or from commencing any person acting on behalf of any of them shall be entitled to take any further steps against the Issuer to recover any further sums and no debt shall be owed by the Issuer to any such person in respect of any such further sum. No party to this Agreement shall have any recourse against any IP Party director, shareholder or officer of the Issuer in respect of any obligations, covenants or agreement entered into or made by the Issuer in respect of this Agreement, except to the extent that any such person acts in bad faith or is negligent or is wilfully in default in the context of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Personobligations. The provisions of this Section 8.16 Clause 22 shall survive the termination of this Agreement.

Limited Recourse and Non-Petition. Notwithstanding ‌ 31.1 Each of the Company, the Delegate and the Agents agrees that notwithstanding anything to the contrary contained herein: 31.1.1 no payment of any amount whatsoever shall be made by the Trustee (acting in any capacity) or the Delegate or any shareholders, directors, officers, employees or agents on their behalf except to the extent funds are available therefor from the Trust Assets and further acknowledges and agrees that no recourse shall be had for the payment of any amount due and payable hereunder or under any Transaction Document, whether for the payment of any fee, indemnity or other provision of this Agreement amount hereunder or any other document obligation or claim arising out of or based upon the Transaction Documents, against the Trustee (acting in any capacity) or the Delegate to the extent the Trust Assets have been exhausted, following which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of the Trustee (acting in any capacity) shall be extinguished; 31.1.2 the Trustee (acting in any capacity) may not sell, transfer, assign or otherwise dispose of the Trust Assets or any part thereof (save as permitted pursuant to Transaction Documents) to a third party, and may only realise its interests, rights, title, benefits and entitlements, present and future, in, to and under the Trust Assets in the manner expressly provided in the Transaction Documents; 31.1.3 if the proceeds of the Trust Assets are insufficient to make all payments due in respect of the Certificates, it will have no recourse to any remaining claims assets of the Trustee (acting in any capacity) (other than the Trust Assets) or the Delegate or the Agents or any of their respective directors, officers, employees, agents, shareholders or affiliates, in respect of any shortfall or otherwise; 31.1.4 it will not petition for, institute, or join with any other person in instituting proceedings for, the reorganisation, arrangement, liquidation, bankruptcy, winding-up or receivership or other proceedings under any bankruptcy or similar law against the Trustee (acting in any capacity), the Delegate, the Agents or any of their respective directors, officers, employees, agents, shareholders or affiliates as a consequence of such IP Party hereunder shortfall or otherwise; 31.1.5 no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee (acting in any capacity) or the Delegate arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with the Transaction Documents by virtue of any customary‌ law, statute or otherwise shall be had against any shareholder, officer, director, employee, shareholderagent, administrator director or incorporator corporate services provider of the Trustee (acting in any IP Party capacity) or the Delegate in their respective successors or assigns for capacity as such. The obligations of the Trustee (acting in any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference periodcapacity) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due Delegate under the Transaction Documents are corporate or limited liability obligations of the Trustee (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant acting in any proceeding under any Bankruptcy Laws capacity) or in the exercise of any other remedy hereunder, so long Delegate (as applicable) and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked for incurred by the shareholders, officers, employees, agents, directors or corporate services provider of the Trustee (if obtainedacting in any capacity) enforced against or the Delegate (as applicable) in their capacity as such, save in the case of the relevant party's wilful default or actual fraud (provided that any such Personliability shall not include liability for any opportunity cost or cost of funding). Reference in this Clause 31.1.5 to wilful default or actual fraud means a finding to such effect by a court of competent jurisdiction in relation to the conduct of the relevant party; and 31.1.6 it shall not be entitled to claim or exercise any right of set-off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of any sums due under this Agreement with respect to any liability owed by it to the Trustee (acting in any capacity) or claim any lien or other rights over any property held by it on behalf of the Trustee (acting in any capacity). 31.2 The provisions of this Section 8.16 Clause 31 shall survive the any termination of this Agreement.

Limited Recourse and Non-Petition. Notwithstanding 29.1 Each Agent, DIB and the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any other provision of this Agreement amount whatsoever shall be made by the Trustee or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assetsshareholders, directors, officers, employees or agents on its behalf except to the extent funds are available therefor from the Trust Assets and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No further agrees that no recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator for the payment of any IP Party amount owing hereunder, whether for the payment of any fee or their respective successors other amount hereunder or assigns for any amounts payable hereunder. Notwithstanding any other provision obligation or claim arising out of or based upon this Agreement, no Person may, against the Trustee to the extent the Trust Assets have been exhausted following which all obligations of the Trustee shall be extinguished; (b) prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of date on which all Secured Obligationsamounts owing by the Trustee under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other Person person in instituting against, any IP Party the Trustee any bankruptcy, winding upreorganisation, reorganization, restructuring, arrangement, insolvency, moratorium arrangement or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing bankruptcy or similar law; and (c) no recourse (whether by institution or enforcement of any legal proceeding or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection with this Section 8.16 Agreement by virtue of any customary law, statute or otherwise shall precludebe had against any shareholder, member, officer, agent, director or be deemed to estopcorporate services provider of the Trustee in their capacity as such and any and all personal liability of every such shareholder, member, officer, director or corporate services provider in their capacity as such for any Obligor from taking breaches by the Trustee of any action prior such duty, obligation or undertaking is hereby expressly waived and excluded to the expiration extent permitted by law. 29.2 None of the aforementioned period Agents, DIB or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any proceedings sums due under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party this Agreement or any of its properties part thereof with respect to any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse liability owed by it to the assets Trustee or claim any lien or other rights over any property held by it on behalf of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this AgreementTrustee.

Limited Recourse and Non-Petition. Notwithstanding 28.1 In respect of each Series of Certificates, each Agent, the Obligor and the Delegate agrees that notwithstanding anything to the contrary contained herein or in any other provision Transaction Document: (a) no payment of this Agreement any amount whatsoever shall be made by the Trustee (whether in its capacity as issuer or trustee) or any of its agents on its behalf except to the extent funds are available therefor from the relevant Trust Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunder, whether for the payment of any fee or other amount hereunder or any other document to which it may be a party, the obligations obligation or claim arising out of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with or based upon this Agreement, against the Trustee (whether in its capacity as issuer or trustee) to the extent the relevant Trust Assets have been exhausted following which all obligations of and the Trustee (in any remaining claims against such IP Party hereunder capacity) shall be extinguished; (b) it will not institute against, or join with any other person in instituting against, the Trustee or the Trust any bankruptcy, reorganisation, arrangement or liquidation proceedings or other proceedings under any bankruptcy or similar law; and (c) no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement by virtue of any customary law, statute or otherwise shall be had against any officer, director, employee, shareholder, administrator officer or incorporator director of the Trustee in their capacity as such and any and all personal liability of every such shareholder, officer or director in their capacity as such for any breaches by the Trustee of any IP Party such duty, obligation or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior undertaking is hereby expressly waived and excluded to the date which is one year (or if longerextent permitted by law, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 Clause 28.1 shall survive the termination of this Agreement. 28.2 None of the Agents, the Obligor, or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to the Trustee or claim any lien or other rights over any property held by it on behalf of the Trustee.

Limited Recourse and Non-Petition. Notwithstanding 9.1 The Arranger acknowledges and agrees that, in respect of any claim against the Issuer in connection with any relevant Series of ETP Securities or otherwise (whether arising under this Agreement, the general law or otherwise), it shall only have recourse in the case of any claim whether secured or unsecured to the Secured Property in respect of the relevant Series of ETP Securities, subject always to the Security constituted by the relevant Trust Deed and not to any other provision assets of the Issuer. Any unsecured claim by a party to the relevant Trust Deed and any claims against the Issuer of any other unsecured creditors of the Issuer who have agreed to limit their recourse in respect of such claim to such Secured Property on the same terms (mutatis mutandis) as this Agreement Clause 8 shall be reduced pro rata so that the total value of all unsecured claims against the Issuer in respect of the relevant Series of ETP Securities shall not exceed the aggregate value of such Secured Property after meeting claims secured thereon and the claims of any other creditors of the Issuer who have not agreed to limit their recourse to the specified assets of the Issuer. If, following realisation in full of the such Secured Property (whether by way of liquidation or enforcement) and application of available cash sums as provided in Condition 6.4 of the Programme, this Clause 8 and any outstanding claim against the Issuer whether secured or unsecured remains unpaid, then such outstanding claim shall be extinguished and no debt shall be owed by the Issuer in respect thereof. Following extinguishment in accordance with this Clause 8, neither the Arranger or any other document person acting on its behalf shall be entitled to which it take any further steps against the Issuer or any of its officers, shareholders, corporate service providers or directors to recover any further sum in respect of the extinguished claim and no debt shall be owed to any such persons by the Issuer in respect of such further sum. 9.2 Neither the Arranger or any person acting on its behalf may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization bring, institute, or join with any other person in bringing, instituting or joining, insolvency, administration, bankruptcy, winding up, examinership or any other similar proceedings (whether court based or otherwise) in relation to the Issuer or any of its assets, and application none of the proceeds thereof in accordance them shall have any claim arising with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse respect to the assets of an IP Party for the sums due or and/or property attributable to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in securities issued by the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such PersonIssuer. The provisions of this Section 8.16 shall survive the termination of this Agreement.·

Limited Recourse and Non-Petition. Notwithstanding The Borrower hereby agrees that it shall have recourse in respect of any claim against the Lender only to sums in respect of principal, interest or other amounts (if any), as the case may be, actually received from the Borrower (after any tax deduction required by law to be made by the Borrower in respect of such sums and for which the Lender has not received a corresponding additional payment from the Borrower pursuant to this Agreement (also after any tax deduction as may be required by law)) by or for the account of the Lender pursuant to this Agreement (the “Lender Assets”), subject always to (i) the Security Interests (as defined in the Trust Deed); and (ii) to the fact that any claims of the Joint Lead Managers (as defined in the Subscription Agreement) shall rank in priority to claims of the Borrower hereunder, and that any such claim by the Joint Lead Managers or the Borrower shall be reduced pro rata so that the total of all such claims does not exceed the aggregate value of the Lender Assets after meeting claims secured on them. The Trustee having realised the same, neither the Borrower nor any person acting on its behalf shall be entitled to take any further steps against the Lender to recover any further sums and no debt shall be owed by the Lender to such person in respect of any such further sum. In particular, neither the Borrower nor any other provision person acting on behalf of this Agreement or any other document to which it may of them shall be a party, the obligations of each IP Party from time to time and entitled at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of to institute proceedings against the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstLender, or join with any other Person person in bringing, instituting againstor joining, insolvency proceedings (whether court-based or otherwise) against the Lender. Neither the Borrower nor any IP Party other person acting on its behalf shall be entitled at any time to institute against the Lender, or join in any institution against the Lender of, any bankruptcy, winding upadministration, reorganizationmoratorium, restructuringreorganisation, controlled management, arrangement, insolvency, moratorium examinership, winding-up or liquidation (including provisional liquidation) proceedings, proceedings or other similar insolvency proceedings under any Bankruptcy Lawsapplicable bankruptcy or similar law in connection with any obligation of the Lender under this Agreement, save for lodging a claim in the liquidation of the Lender which is initiated by another party or taking proceedings to obtain a declaration or judgment as to the obligations of the Lender. Nothing in this Section 8.16 The Borrower shall precludehave no recourse against any director, shareholder, or be deemed to estop, any Obligor from taking any action prior to the expiration officer of the aforementioned period Lender in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge respect of any obligation hereunder until obligations, covenants or agreement entered into or made by the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant Lender in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination respect of this Agreement, except to the extent that any such person acts in bad faith or is negligent in the context of its obligations.

Limited Recourse and Non-Petition. Notwithstanding 29.1 Each Agent, DIB and the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any other provision of this Agreement amount whatsoever shall be made by the Trustee (acting in any capacity) or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assetsshareholders, directors, officers, employees or agents on its behalf except to the extent funds are available therefor from the Trust Assets and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No further agrees that no recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator for the payment of any IP Party amount owing hereunder, whether for the payment of any fee or their respective successors other amount hereunder or assigns for any amounts payable hereunder. Notwithstanding any other provision obligation or claim arising out of or based upon this Agreement, no Person may, against the Trustee (acting in any capacity) to the extent the Trust Assets have been exhausted following which all obligations of the Trustee shall be extinguished; (b) prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of date on which all Secured Obligationsamounts owing by the Trustee (acting in any capacity) under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other Person person in instituting against, the Trustee (acting in any IP Party capacity) any bankruptcy, winding upreorganisation, reorganization, restructuring, arrangement, insolvency, moratorium arrangement or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing bankruptcy or similar law; and (c) no recourse (whether by institution or enforcement of any legal proceeding or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee (acting in any capacity) arising under or in connection with this Section 8.16 Agreement by virtue of any customary law, statute or otherwise shall precludebe had against any shareholder, member, officer, agent, director or be deemed to estopcorporate services provider of the Trustee in their capacity as such and any and all personal liability of every such officer or director in their capacity as such for any breaches by the Trustee (acting in any capacity) of any such duty, any Obligor from taking any action prior obligation or undertaking is hereby expressly waived and excluded to the expiration extent permitted by law. 29.2 None of the aforementioned period Agents, DIB or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any proceedings sums due under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party this Agreement or any of its properties part thereof with respect to any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse liability owed by it to the assets Trustee or claim any lien or other rights over any property held by it on behalf of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. Trustee. 29.3 The provisions of this Section 8.16 Clause 29 shall survive the any termination of this AgreementAgreement or any of the Transaction Documents.

Limited Recourse and Non-Petition. Notwithstanding Agent shall have recourse only to the net assets of ESPV (other than any other provision Collateral excluded pursuant to Section 2.1 of the Security Agreement) (the “ESPV Assets”) following the realization of Collateral in accordance with the terms of the Security Agreement. If the proceeds following the realization of such ESPV Assets (the “Net Proceeds”) are insufficient to discharge all payments which, but for the effect of this Agreement or any other document clause, would then be due and payable to which it may be a partyAgent hereunder (the “Amounts Due”), the obligations of each IP Party from time ESPV to time and at any time Agent hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished limited to the amounts available from the Net Proceeds and no debt shall be owed to Agent by ESPV for any further sum. Agent shall not thereafter revive. No recourse shall be had take any action or commence any proceedings against ESPV to recover any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision Amounts Due except as expressly permitted by the provisions of this Agreement. Agent shall not take any action or commence any proceedings or petition a court for the liquidation of ESPV, no Person maynor enter into any arrangement, prior reorganisation or insolvency proceedings in relation to ESPV whether under the date which is one year (laws of the Cayman Islands or if longer, any other applicable preference period) and one day bankruptcy laws until after the discharge later to occur of the payment of all Secured Obligationsof the Amounts Due or the application of all of the Net Proceeds. Agent hereby [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, institute againstMARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. acknowledges and agrees that the ESPV’s obligations under this Agreement are solely the corporate obligations of ESPV, and that Agent shall not have any recourse against any of the directors, officers or join employees of ESPV for any other Person in instituting againstclaims, any IP Party any bankruptcylosses, winding updamages, reorganizationliabilities, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, indemnities or other proceedings under obligations whatsoever in connection with any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced transactions contemplated by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this Agreement. [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.

Limited Recourse and Non-Petition. Notwithstanding (i) In relation to all sums due and payable by Party B to Party A, Party A agrees that it will have recourse only to the funds and securities standing to the credit of the IRC Collateral Account as such funds and securities may be applied by the Cash Manager in accordance with the IRC Collateral Account Priority of Payments, and will not have any claim, by operation of law or otherwise, against, or recourse to, any of Party B’s other provision assets or its contributed capital and that if the funds and securities standing to the credit of this Agreement the IRC Collateral Account are insufficient then the amount remaining to be paid will cease to be due and payable by Party B and Party A shall have no further claim against Party B in respect of any unpaid amounts and such unpaid amounts shall be discharged in full and any remaining liabilities of Party B extinguished. (ii) Party A agrees and acknowledges that: (a) it is not (nor is any person on its behalf, other than the Trustee where appropriate) entitled, otherwise as permitted by the Transaction Documents, to direct the Trustee to enforce the Security or take any proceedings against Party B to enforce the Security; (b) neither it nor any person on its behalf is entitled to institute and neither it nor any person on its behalf shall institute Insolvency Proceedings directly against Party B or the appointment of any Insolvency Official in relation to Party B other than a Receiver appointed under the Deed of Charge; (c) it does not have the right to take or join and shall not take or join any person in taking steps against Party B, or any director, shareholder or officer of Party B, for the purpose of obtaining payment of any amount due from Party B; and (d) neither it nor any person on its behalf is entitled to take or join and neither it nor any person on its behalf shall take or join in the taking of any corporate action, legal proceedings or other document procedure or step that would result in the Pre- Enforcement Priority of Payments, the Post-Enforcement Priority of Payments and/or the IRC Collateral Account Priority of Payments not being complied with, save for lodging a claim in the liquidation of Party B that is initiated by another party or taking proceedings to which it may be obtain a party, declaration or judgment as to the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof B in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Personrelation thereto. The provisions of this Section 8.16 Part 5(h) (Limited Recourse and Non-Petition) shall survive the termination of this Agreement.

Limited Recourse and Non-Petition. Notwithstanding ‌ The Borrower hereby agrees that it shall have recourse in respect of any claim against the Lender only to sums in respect of principal, interest or other provision amounts (if any), as the case may be, actually received and retained (net of tax) from the Borrower by or for the account of the Lender pursuant to this Agreement (the Lender Assets), subject always (A) to the Security Interests (as defined in the Trust Deed) and (B) to the fact that any claims of the Joint Lead Managers (as defined in the Subscription Agreement) under the Subscription Agreement shall rank in priority to any claims of the Borrower, and that any such claim by the Joint Lead Managers or the Borrower shall be reduced pro rata so that the total of all such claims does not exceed the aggregate value of the Lender Assets after meeting claims secured on them. The Trustee having realised the Lender Assets, neither the Borrower nor any other document person acting on its behalf shall be entitled to which it may take any further steps against the Lender to recover any further sums and no debt shall be a partyowed by the Lender to such person in respect of any such further sum. In particular, neither the obligations of each IP Party from time to time and Borrower (nor any person acting on its behalf) shall be entitled at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of to institute against the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, Lender or join in any other Person in instituting against, any IP Party institution against the Lender of any bankruptcy, winding upadministration, reorganizationmoratorium, restructuringreorganisation, controlled management, arrangement, insolvency, moratorium examinership, winding up or liquidation (including provisional liquidation) proceedings, proceedings or other similar insolvency proceedings under any Bankruptcy Lawsapplicable bankruptcy or similar law in connection with any obligation of the Lender relating to the Notes or otherwise owed to the creditors, save for lodging a claim in the liquidation of the Lender which is initiated by another party or taking proceedings to obtain a declaration or judgment as to the obligations of the Lender. Nothing in this Section 8.16 The Borrower shall precludehave no recourse against any director, shareholder, or be deemed to estopofficer of the Lender in respect of any obligations, any Obligor from taking any action prior covenants or agreement entered into or made by the Lender in respect of this Agreement, except to the expiration of extent that any such person acts in bad faith or is negligent in the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any context of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Personobligations. The provisions of this Section 8.16 Clause 17 (Limited recourse and non-petition) shall survive the termination of this Agreement.. Schedule 1‌

Limited Recourse and Non-Petition. Notwithstanding 16.1 Each party to this Agreement agrees that notwithstanding anything to the contrary contained in this Agreement: (a) no payment of any amount whatsoever under or in connection with this Agreement shall be made by the Seller (acting in any capacity), the Representative or any agents on their behalf except to the extent funds are available from the relevant Lease Certificate Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunder or under any Transaction Document or Murabaha Document, whether for the payment of any fee, indemnity or other amount owing hereunder or any other provision obligation or claim arising out of or based upon this Agreement or any other document to which it may be a partyTransaction Document or Murabaha Document, against the Seller (acting in any capacity) (and/or its directors or officers), the obligations Representative or any of each IP Party from time their respective agents to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and the extent the relevant Lease Certificate Assets have been exhausted following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, which all obligations of the Issuer, the Representative and any remaining claims against such IP Party hereunder or in connection herewith after such realization their respective agents shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, extinguished; (b) prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of date on which all Secured Obligationsdue amounts owing by the Seller (in any capacity) under the Transaction Documents or the Murabaha Documents to which it is a party have been paid in full, it will not institute against, or join with any other Person person in instituting against, any IP Party the Seller any bankruptcy, winding upreorganisation, reorganization, restructuring, arrangement, insolvency, moratorium arrangement or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing bankruptcy or similar law; (c) no recourse under any obligation, covenant or agreement contained in this Section 8.16 any Transaction Document or Murabaha Document shall precludebe had against any officer, agent or be deemed to estop, any Obligor from taking any action prior to the expiration director of the aforementioned period in Seller, by the enforcement of any proceedings under any Bankruptcy Laws filed assessment or commenced by any other non-affiliated Personproceeding, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge by virtue of any obligation hereunder until statute or otherwise. The obligations of the assets of such IP Party have been realized. It Seller under this Agreement and any other Transaction Document or Murabaha Document to which it is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws are corporate or in limited liability obligations of the exercise of any other remedy hereunder, so long as Seller and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked incurred by the officers, agents or directors of the Seller save in the case of their wilful default or actual fraud; and (d) it shall not be entitled to claim or exercise any right of set-off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of sums due under this Agreement. No collateral is or will be given for or (if obtained) enforced against any such Person. the payment obligations by the Seller under this Agreement. 16.2 The provisions of this Section 8.16 Clause 16 shall survive the any termination of this AgreementAgreement or any other Transaction Document.

Limited Recourse and Non-Petition. (a) Notwithstanding any other provision of this Agreement or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with provisions of this Agreement, all each of the parties hereto hereby agrees that if the net proceeds from a liquidation of the unsecured assets of the Buyer are less than the aggregate amount payable by the Buyer to the Seller in respect of its obligations under this Agreement (such negative amount being referred to herein as a shortfall), the amount payable by the Buyer to that party in respect of the Buyer’s obligations under this Agreement will be reduced to such amount of the net proceeds which are available to satisfy such payment obligation. In such circumstances the other assets of the Buyer will not be available for payment of such shortfall, and the Seller’s right to receive any remaining claims against further amounts in respect of such IP Party hereunder or in connection herewith after such realization obligations shall be extinguished and shall that party may not thereafter revivetake any further action to recover such amounts. [***] (b) No recourse party shall be had entitled at any time to institute against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute againstBuyer, or join in any other Person in instituting againstinstitution against the Buyer of, any IP Party any bankruptcy, winding upexaminership, reorganization, restructuring, arrangement, insolvency, moratorium insolvency or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing applicable bankruptcy or similar law in connection with any obligation of the Buyer under this Agreement, save for lodging a claim in the liquidation of the Buyer which is initiated by another nonaffiliated party or taking proceedings to obtain a declaration or judgment as to the obligations of the Buyer in relation thereto. (c) Each of the Buyer and the Seller hereby agrees that no recourse under any obligation, covenant, or agreement of either party contained in this Section 8.16 Agreement may be sought against any shareholder, officer, agent, employee or director of the Buyer, by the enforcement of any assessment or by any proceeding, by virtue of any statute or otherwise, it being expressly agreed and understood that this Agreement contains corporate obligations of the Buyer. Each of the parties hereto agrees that no personal liability shall preclude, attach to or be deemed to estopincurred by the shareholders, any Obligor from taking any action prior to the expiration officers, agents, employees or directors of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated PersonBuyer, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcythem, winding up, reorganization, arrangement, insolvency, moratorium, restructuring under or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge by reason of any obligation hereunder until of the assets obligations, covenants or agreements of the Buyer contained in this Agreement, or implied therefrom, and any and all personal liability of every such IP Party have been realized. It is further understood that shareholder, officer, agent, employee or director for breaches by the foregoing provisions of this Section 8.16 shall not limit the right Buyer of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws such obligations, covenants or in agreements, either at law or by statute or constitution is hereby deemed expressly waived by the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or parties hereto. (if obtainedd) enforced against any such Person. The provisions of this Section 8.16 ‎Section 10.14 shall survive the termination of this Agreement.

Limited Recourse and Non-Petition. Notwithstanding Each of the Trustee, the Agents, Infracorp and the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any amount whatsoever shall be made by the Trustee or any of its directors, officers, employees or agents on its behalf except to the extent funds are available therefor from the Trust Assets; (b) the Trustee may not deal with the Mudaraba Assets or realise or deal with its interest, rights, title, benefit and entitlement, present and future, in, to and under the Transaction Documents and the Trust Assets except in the manner expressly permitted by the Transaction Documents; (c) if the net proceeds of the realisation of, or enforcement with respect to, the Trust Assets are not sufficient to make all payments due hereunder, no recourse shall be had to any assets of the Trustee (other provision than the Trust Assets in the manner contemplated in the Transaction Documents) or of this Agreement the Delegate or the Agents, or any of their respective affiliates in respect of any such shortfall, and no recourse shall be had, and none of Infracorp, the Agents or the Delegate will have any claim, for the payment of any amount due and owing hereunder or under any Transaction Document, whether for the payment of any fee, indemnity or other amount hereunder or any other document obligation or claim arising out of or based upon the Transaction Documents, against the Trustee to the extent the Trust Assets have been exhausted (following which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and the Trustee shall be extinguished) or of the Delegate or the Agents; (d) it will not petition for, institute, or join with any remaining claims other person in instituting proceedings for, the reorganisation, arrangement, liquidation, bankruptcy winding-up or receivership or other proceedings under any bankruptcy or similar law against the Trustee, the Delegate, the Agents or any of their respective directors, officers, employees, agents, shareholders or affiliates as a consequence of such IP Party hereunder shortfall or otherwise; (e) no recourse (whether by institution or enforcement of any legal proceedings or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of the Trustee arising under or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse with this Agreement by virtue of any customary law, statute or otherwise shall be had against any shareholder, officer, directordirector or corporate services provider of the Trustee in their capacity as such. The obligations of the Trustee under the Conditions and the Transaction Documents are corporate or limited liability obligations of the Trustee and no personal liability shall attach to or be incurred by the officers or directors of the Trustee (in each of their respective capacities as such), employeesave in the case of their wilful default or actual fraud. References in this Agreement to wilful default or actual fraud means a finding to such effect by a court of competent jurisdiction in relation to the conduct of the relevant party; and (f) it shall not be entitled to claim or exercise any right of set-off, shareholdercounterclaim, administrator abatement or incorporator other similar remedy which it might otherwise have, under the laws of any IP Party or their respective successors or assigns for jurisdiction, in respect of any amounts payable hereunder. Notwithstanding any other provision of sums due under this Agreement, no Person may, prior to . No collateral is or will be given for the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings payment obligations under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party Agreement or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the other Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this AgreementDocuments.

Limited Recourse and Non-Petition. Notwithstanding any other provision of this Agreement or any other document to which it may be a party, the obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, all obligations of and any remaining claims against such IP Party hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of all Secured Obligations, institute against, or join any other Person in instituting against, any IP Party any bankruptcy, winding up, reorganization, restructuring, arrangement, insolvency, moratorium or liquidation (including provisional liquidation) proceedings, or other proceedings under any Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 7.05 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge of any obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any other remedy hereunder, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person. The provisions of this Section 8.16 shall survive the termination of this Agreement.

Limited Recourse and Non-Petition. Notwithstanding 15.1 Each party to this Agreement agrees that notwithstanding anything to the contrary contained in this Agreement: (a) no payment of any amount whatsoever under or in connection with this Agreement shall be made by the Purchaser (acting in any capacity) (and/or its directors or officers), the Representative or any agents on their behalf except to the extent funds are available from the relevant Lease Certificate Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunder or under any Transaction Document, whether for the payment of any fee, indemnity or other amount owing hereunder or any other provision obligation or claim arising out of or based upon this Agreement or any other document to which it may be a partyTransaction Document, against the Purchaser (acting in any capacity), the obligations Representative or any of each IP Party from time their respective agents to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and the extent the relevant Lease Certificate Assets have been exhausted following realization of its assets, and application of the proceeds thereof in accordance with this Agreement, which all obligations of the Issuer, the Representative and any remaining claims against such IP Party hereunder or in connection herewith after such realization their respective agents shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, employee, shareholder, administrator or incorporator of any IP Party or their respective successors or assigns for any amounts payable hereunder. Notwithstanding any other provision of this Agreement, no Person may, extinguished; (b) prior to the date which is one year (or if longer, any applicable preference period) and one day after the discharge of date on which all Secured Obligationsdue amounts owing by the Purchaser (in any capacity) under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other Person person in instituting against, any IP Party the Purchaser any bankruptcy, winding upreorganisation, reorganization, restructuring, arrangement, insolvency, moratorium arrangement or liquidation (including provisional liquidation) proceedings, proceedings or other proceedings under any Bankruptcy Laws. Nothing bankruptcy or similar law; (c) no recourse under any obligation, covenant or agreement contained in this Section 8.16 any Transaction Document shall precludebe had against any officer, agent or be deemed to estop, any Obligor from taking any action prior to the expiration director of the aforementioned period in Purchaser, by the enforcement of any proceedings under any Bankruptcy Laws filed assessment or commenced by any other non-affiliated Personproceeding, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (including provisional liquidation) proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 8.16 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (B) constitute a waiver, release or discharge by virtue of any obligation hereunder until statute or otherwise. The obligations of the assets of such IP Party have been realized. It Purchaser under this Agreement and any other Transaction Document to which it is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws are corporate or in limited liability obligations of the exercise of any other remedy hereunder, so long as Purchaser and no judgment in the nature of a deficiency judgment or seeking personal liability shall attach to or be asked incurred by the officers, agents or directors of the Purchaser save in the case of their wilful default or actual fraud; and (d) it shall not be entitled to claim or exercise any right of set-off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of sums due under this Agreement. No collateral is or will be given for or (if obtained) enforced against any such Person. the payment obligations by the Purchaser under this Agreement. 15.2 The provisions of this Section 8.16 Clause 15 shall survive the any termination of this AgreementAgreement or any other Transaction Document.