Limited Recourse Obligations Sample Clauses

Limited Recourse Obligations. Notwithstanding any other provision of this Agreement, the Class A-L Loans and all obligations of the Borrower under this Agreement are from time to time and at any time limited-recourse obligations of the Borrower payable solely from the Assets and other assets available at such time pledged by the Borrower to secure the Debt and upon realization of the Assets and such other assets and the application of the proceeds thereof in accordance with the Indenture, any outstanding obligations of the Borrower hereunder shall be extinguished and shall not thereafter revive. None of the Collateral Manager, the Trustee, the Loan Agent, any of their respective affiliates, security holders (including shareholders), members, partners, officers, directors or employees, or the security holders (including shareholders), members, partners, officers, directors, employees or incorporators of the Borrower, or any other person or entity will be obligated to make payments on the Class A-L Loans. Consequently, the Class A-L Lenders must rely solely on amounts received in respect of the Assets and other assets pledged to secure the Debt for the payment of principal thereof and interest thereon. This section shall survive the termination of this Agreement.

Limited Recourse Obligations. (a) The liability of Guarantor arising out of this Guaranty is limited to and shall be solely paid out of Collateral on which it has granted a Lien and the proceeds thereof. Nothing herein contained shall be construed to prevent the Guaranteed Parties from exercising and enforcing their remedies against such Collateral, nor shall anything herein contained be deemed to be a release or impairment of the Liens granted by Guarantor to secure the Obligations. (b) No recourse shall be had for the payment of the Guaranteed Obligations, or upon any obligation, covenant or agreement in this Guaranty, against any member, stockholder, officer, employee or director, as such, of Guarantor; it being expressly agreed and understood that Guarantor’s obligations under this Guaranty, the Credit Agreement and the other Loan Documents are solely limited liability company obligations of Guarantor, and that no personal liability shall attach to, or be incurred by, any such member, stockholder, officer, employee or director, as such]3.

Limited Recourse Obligations. The Class A-2A Notes and all obligations of the Issuer under this Agreement are limited-recourse obligations of the Issuer. The Notes are payable solely from the Loans and other Indenture Collateral pledged by the Issuer to secure the Notes. None of the Holders (including shareholders), members, partners, officers, directors, employees or incorporators of the Issuer, the Servicer, the Originator, the Initial Purchaser, the Indenture Trustee, any of their respective affiliates and any other person or entity will be obligated to make payments on the Notes. Consequently, the Holders of the Notes must rely solely on amounts received in respect of the Loans and other Indenture Collateral pledged to secure the Notes for the payment of principal thereof and interest and Class A-2A Commitment Fee thereon. Following application of the Indenture Collateral in accordance with the Indenture, any outstanding obligations of, or claims against, the Issuer under this Agreement or the Class A-2A Notes will be extinguished and shall not thereafter revive. Each Holder hereby agrees not to cause the filing of a petition in bankruptcy against the Issuer for the non-payment to the Holder of any amounts under the Class A-2A Notes before 366 days have elapsed or, if longer, the applicable preference period then in effect after the payment in full of the Notes issued under the Indenture. The provisions of this Section 7.11 shall survive the termination of this Agreement.

Limited Recourse Obligations. This Deposit Agreement and all documents, agreements, understandings and arrangements relating to this agreement have been negotiated, executed and delivered on behalf of the Company by the trustees or officers thereof in their representative capacity under the Declaration of Trust, and not individually, and bind only the trust estate of the Company, and no trustee, officer, employee, agent or shareholder of the Company shall be bound or held to any personal liability or responsibility in connection with the agreements, obligations and undertakings of the Company hereunder, and any person or entity dealing with the Company in connection therewith shall look only to the trust estate for the payment of any claim or for the performance of any agreement, obligation or undertaking thereunder. The Depositary and all holders of Receipts issued from time to time hereunder hereby acknowledge and agree that each agreement and other document executed by the Company in accordance with or in respect of this transaction shall be deemed and treated to include in all respects and for all purposes the foregoing exculpatory provision.

Limited Recourse Obligations. Notwithstanding anything to the contrary contained herein, but subject to the obligations of Paragraph 45 of the Mortgage and subsection (b) below, any claim based on or in respect of any liability of Maker under this Note, the Mortgage or any other Loan Document shall be enforced only against the Mortgaged Property (as such term is defined in the Mortgage) and any other collateral now or hereafter given to secure this Note and not against any other assets, properties or funds of Maker; 6 provided, however, that Maker shall be personally liable for amounts under the Loan Documents to the extent of, but limited to the amount of any loss, costs or damage arising out of the matters described in the subsections below, which liability shall not be limited solely to the Mortgaged Property and other collateral now or hereafter given to secure this Note but shall include all of the assets, properties and funds of Maker: (i) fraud, misrepresentation and waste, (ii) any rents, issues or profits collected more than one (1) month in advance of their due dates and which are not turned over to Payee upon demand following the occurrence of an Event of Default, (iii) any misappropriation of rents, issues or profits, security deposits and any other payments from tenants or occupants (including, without limitation, lease termination fees), insurance proceeds, condemnation awards or other sums of a similar nature, (iv) liability underenvironmental covenants, conditions and indemnities contained in the Mortgage and in any separate environmental indemnity agreements, (v) personalty or fixtures removed or allowed to be removed by or on behalf of Maker and not replaced by items of equal or greater value or functionality than the personalty or fixtures so removed, (vi) failure to pay taxes, assessments or ground rents prior to delinquency, or to pay charges for labor, materials or other charges which can create liens on any portion of the Mortgaged Property and any sums expended by Payee in the performance of or compliance with the obligations of Maker under the Loan Documents, including, without limitation, sums expended to pay taxes or assessments or hazard insurance premiums or bills for utilities or other services or products for the benefit of the Mortgaged Property. The liability of Maker for failure to pay taxes or assessments prior to delinquency shall be limited to the extent that operating income from the Mortgaged Property, after applying it to (A) the operating expens...

Limited Recourse Obligations. In the event that any Loan Party is required to make a payment or contribution in connection with any Limited Recourse Obligation and after giving effect to any such payment or contribution on a Pro Forma Basis, (i) the Loan Parties shall fail to be in compliance with each of the financial covenants set forth in Section 7.11 or (ii) a Borrowing Base Deficiency shall exist. Without limiting the provisions of Article IX, if a Default shall have occurred under the Loan Documents, then such Default will continue to exist until it either is cured (to the extent specifically permitted) in accordance with the Loan Documents or is otherwise expressly waived by Administrative Agent (with the approval of requisite Appropriate Lenders (in their sole discretion) as determined in accordance with Section 11.01; and once an Event of Default occurs under the Loan Documents, then such Event of Default will continue to exist until it is expressly waived by the requisite Appropriate Lenders or by the Administrative Agent with the approval of the requisite Appropriate Lenders, as required hereunder in Section 11.01.

Limited Recourse Obligations. (a) Notwithstanding any other provision of this Agreement, the obligations of the SPV Borrower and the Initial Guarantor under the Loan Documents will be limited as set forth in this Section 11.17. (b) All payments to be made by the SPV Borrower and the Initial Guarantor under the Loan Documents to which it is a party will be made only from and to the extent of such sums received or recovered by or on behalf of the SPV Borrower, the Initial Guarantor, the Administrative Agent or the SPV Security Agent from the SPV Collateral, including the SPV Borrower’s and the Initial Guarantor’s rights under the Proceeds Loan Agreement, and none of the Administrative Agent, the SPV Security Agent or the other Secured Parties will have any further recourse to the SPV Borrower or the Initial Guarantor in respect thereof in the event that the amount due and payable by the SPV Borrower and the Initial Guarantor under the Loan Documents exceeds the amounts so received or recovered under the SPV Collateral or its other assets (the “Limited Recourse Restrictions”). (c) The Administrative Agent, the SPV Security Agent and the other Secured Parties each agree that neither they, nor any person acting on their behalf, will be entitled at any time to institute against the SPV Borrower or the Initial Guarantor, or join any institution against the SPV Borrower or the Initial Guarantor of any bankruptcy, reorganisation, arrangement, insolvency, examinership, winding-up or liquidation proceedings, proceedings for the appointment of a liquidator, examiner, administrator or other similar official or other proceedings under any applicable insolvency or similar Law in connection with any obligations of the SPV Borrower or the Initial Guarantor owed to any of the Administrative Agent, the SPV Security Agent or the other Secured Parties under the Loan Documents, save for lodging a claim in the liquidation of the SPV Borrower or the Initial Guarantor which is initiated by another party or taking proceedings to obtain declaration or judgment as to the obligations of the SPV Borrower in relation thereto (the “Non-Petition Restrictions”). (d) Prior to the SPV Structure Termination Date, the Secured Parties will not have a direct claim on the cash flow or assets of the Proceeds Loan Obligors or any of their respective Subsidiaries, and none of the Proceeds Loan Obligors or any of their respective Subsidiaries will have any obligation, contingent or otherwise, to pay amounts due under the Loan Doc...

Limited Recourse Obligations. Notwithstanding any other provision of this Agreement, the Class A-2L Loans and all obligations of the Borrower under this Agreement are from time to time and at any time limited-recourse obligations of the Borrower payable solely

Limited Recourse Obligations. (a) The liability of Guarantor arising out of this Guaranty is limited to and shall be solely paid out of Collateral on which it has granted a Lien and the proceeds thereof. Nothing herein contained shall be construed to prevent the Guaranteed Parties from exercising and enforcing their remedies against such Collateral, nor shall anything herein contained be deemed to be a release or impairment of the Liens granted by Guarantor to secure the Obligations. (b) No recourse shall be had for the payment of the Guaranteed Obligations, or upon any obligation, covenant or agreement in this Guaranty, against any member, stockholder, officer, employee or director, as such, of Guarantor; it being expressly agreed and understood that Guarantor’s obligations under this Guaranty, the Credit Agreement and the other Loan Documents are solely limited liability company obligations of Guarantor, and that no personal liability shall attach to, or be incurred by, any such member, stockholder, officer, employee or director, as such]3. 3 Bracketed language is applicable to General Partner Guaranty only. EXECUTED as of the day and year first above written. By: Name: Title: SCHEDULE 121 Suburban LP Holding, Inc., a Delaware corporation Suburban LP Holding, LLC, a Delaware limited liability company Suburban Sales & Service, Inc., a Delaware corporation Gas Connection, LLC, an Oregon limited liability company (dba HomeTown Hearth & Grill) Suburban Franchising, LLC, a Nevada limited liability company Suburban Plumbing New Jersey LLC, a Delaware limited liability company Suburban Heating Oil Partners, LLC, a Delaware limited liability company (dba Suburban Propane) Agway Energy Services, LLC, a Delaware limited liability company Suburban Energy Finance Corp., a Delaware corporation 21 This Schedule 1 is not applicable to General Partner Guaranty.