No Recourse Against Company Clause Samples

The "No Recourse Against Company" clause limits the ability of parties to seek compensation or enforce claims directly against the company itself, typically restricting recourse to specific assets or entities. In practice, this means that if an obligation is not fulfilled, claimants cannot pursue the company’s general assets or hold its shareholders, directors, or officers personally liable. This clause is commonly used in financing or structured transactions to protect the company and its stakeholders from broader liability. Its core function is to allocate risk and provide certainty by clearly defining the limits of liability and recourse in the event of a dispute or default.
No Recourse Against Company. Company Shareholders hereby irrevocably waive any and all right to recourse against Company and the Surviving Corporation with respect to any misrepresentation or breach of any representation, warranty or indemnity, or noncompliance with any conditions or covenants, given or made by Company in this Agreement or any other agreements and documents executed or to be executed by the Parties hereto in order to consummate the transactions contemplated by this Agreement. No Company Shareholder shall be entitled to contribution from, subrogation to or recovery against Company or the Surviving Corporation with respect to any liability of any Company Shareholder that may arise under or pursuant to this Agreement or any of the other agreements and documents executed or to be executed by the Parties hereto in order to consummate the transactions contemplated by this Agreement or such other agreements and documents contemplated hereby.
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No Recourse Against Company. Notwithstanding anything to the contrary contained in this Agreement, the obligations of the Company under this Agreement and all other Transaction Documents are solely the corporate obligations of the Company and shall be payable solely to the extent of funds received from the Issuer in accordance herewith or from any party to any Transaction Document in accordance with the terms thereof in excess of funds necessary to pay matured and maturing Commercial Paper.
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No Recourse Against Company. The Principal Shareholders and Shareholders hereby irrevocably waive any and all right to recourse against the Company with respect to any misrepresentation or breach of any representation, warranty or indemnity, given or made by the Principal Shareholders and Shareholders or the Company in this Agreement and any document, certificate and agreement entered into or delivered pursuant hereto. The Principal Shareholders and Shareholders shall not be entitled to contribution from, subrogation to or recovery against the Company with respect to any liability of the Principal Shareholders and Shareholders or the Company that may arise under or pursuant to this Agreement or the transactions contemplated hereby.
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No Recourse Against Company. No partners of the Company, whether general partners, limited partners, additional partners, or substituted partners (collectively the "Partners"), shall have any liability for payments due under, arising out of or in connection with this Agreement, except for the obligations of the Company to indemnify the Bank as set forth in Section 4.5(b) hereof with respect to which the Bank shall have full recourse to the Partners. In the event that the Company shall become legally liable to the Bank for any reason or reasons arising out of, related to or in connection with the Agreement other than as aforesaid, then the legal responsibility shall be limited to the Company's equity in the "Mortgaged Property" and "collateral" as such terms are defined in the Mortgage. Thus other than as aforesaid, the Bank agrees to look solely to the Guarantor and to the Company's interest in the Collateral and the Mortgaged Property for the payment of any sums for which the Company may become legally liable to the Bank for any reason arising out of or in connection with this Agreement, and other than as aforesaid the Bank agrees that it will not sue ▇▇ seek legal recourse against the Partners.
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Related to No Recourse Against Company

  • No Recourse Against Others A director, officer, employee or stockholder, as such, of the Company shall not have any liability for any obligations of the Company under the Securities or the Indenture or for any claim based on, in respect of or by reason of such obligations or their creation. Each Securityholder by accepting a Security waives and releases all such liability. The waiver and release are part of the consideration for the issue of the Securities.

  • No Recourse Against Trust Account The Purchaser agrees not to seek recourse against the Trust Account for any reason whatsoever in connection with its purchase of the Units or any Claim that may arise now or in the future.

  • No Recourse Against Certain Persons No recourse shall be had for the payment of any principal, interest or any other sums at any time owing under the terms of this Note, or for any claim based hereon, or otherwise in respect hereof, or based on or in respect of the Indenture or any indenture supplemental thereto, against the Nonrecourse Parties, whether by virtue of any constitution, statute or rule of law, or by the enforcement of any assessment or penalty or otherwise, all such personal liability being, by the acceptance hereof and as part of the consideration for issue hereof, expressly waived and released.

  • No Recourse The Certificateholder by accepting a Certificate acknowledges that the Certificate represents a beneficial interest in the Trust only and does not represent interests in or obligations of the Seller, the Servicer, the Owner Trustee, the Trustee, or any Affiliate thereof and no recourse may be had against such parties or their assets, except as may be expressly set forth or contemplated in this Agreement, the Certificate or the Basic Documents.

  • Recourse Against Certain Parties (a) No recourse under or with respect to any obligation, covenant or agreement (including the payment of any fees or any other obligations) of the Indenture Trustee as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any manager or administrator of such Person or any incorporator, affiliate, stockholder, officer, employee or director of such Person or of any such manager or administrator, as such, 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 the agreements of the Indenture Trustee contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of such Person, and that no personal liability whatsoever shall attach to or be incurred by any administrator of any such Person or any incorporator, stockholder, affiliate, officer, employee or director of such Person or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of such Person contained in this Agreement or in any other such instruments, documents or agreements, or that are implied therefrom, and that any and all personal liability of every such administrator of such Person and each incorporator, stockholder, affiliate, officer, employee or director of such Person or of any such administrator, or any of them, for breaches by such Person of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. (b) Notwithstanding anything in this Agreement to the contrary, all amounts owed by the Issuing Entity or the Grantor Trust on, under or in respect of its obligations and liabilities under this Agreement shall be recoverable only from and to the extent of the Collateral and upon final realization of collections thereon and in accordance with Section 2.7 of the Indenture, the Issuing Entity and the Grantor Trust shall have no further liability and all claims in respect of amounts owed but still unpaid shall be extinguished.