Common use of Recourse Against Certain Parties Clause in Contracts

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 Administrative Agent or any Secured Party 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 such Person or any manager or administrator of such Person or any incorporator, affiliate, stockholder, officer, employee, or director of such Person or of the Borrower 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 Administrative Agent and any Secured Party 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. The provisions of this Section shall survive the termination of this Agreement. (b) The provisions of this Section shall survive the termination of this Agreement.

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 Administrative Agent or any Secured Party 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 such Person or any manager or administrator of such Person or any incorporator, affiliate, stockholder, officer, employee, or director of such Person or of the Borrower 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 Administrative Agent and any Secured Party 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. The provisions of this Section 13.10 shall survive the termination of this Agreement. (b) The provisions of this Section shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant, covenant or agreement (including including, without limitation, the payment of any fees or any other obligations) of the Administrative Agent or any Secured Party Seller as contained in this Agreement or any other agreement, instrument, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any such Person or any manager or administrator of such Person or any incorporator, affiliatepartner, stockholder, incorporator, authorized representative, officer, employee, employee or director of such Person or of the Borrower or of any such manager or administrator, as such, Seller by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; otherwise it being expressly agreed and understood that the agreements of the Administrative Agent and any Secured Party Seller contained in this Agreement and all of the other agreements, instruments, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of such Personthe Seller, and that no personal liability whatsoever shall attach to or be incurred by any administrator of any such Person or any incorporatorpartner, stockholder, affiliateincorporator, authorized representative, officer, employee, employee or director of such Person or of any such administrator, as suchthe Seller, or any other of them, under or by reason of any of the obligations, covenants, covenants or agreements of such Person the Seller contained in this Agreement or in any other such instruments, documents, documents or agreements, or that which are implied therefrom, and that any and all personal liability of every such administrator of such Person and each incorporatorpartner, stockholder, affiliateincorporator, authorized representative, officer, employee, employee or director of such Person or of any such administratorthe Seller, or any of them, for breaches by such Person the Seller of any such obligations, covenants, 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. The provisions of this Section 10.8(a) shall survive the termination of this Agreement. (b) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Buyer 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 member, manager, authorized representative, officer, employee or director of the Buyer 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 Buyer 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 limited liability company obligations of the Buyer, and that no personal liability whatsoever shall attach to or be incurred by any authorized representative, member, manager, officer, employee or director of the Buyer or any of them, under or by reason of any of the obligations, covenants or agreements of the Buyer contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each authorized representative, member, manager, officer, employee or director of the Buyer, or any of them, for breaches by the Buyer 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. The provisions of this Section 10.8(b) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant, covenant or agreement (including the payment of any fees or any other obligations) of the Administrative Agent Agent, the Collateral Custodian or any Secured Party as contained in this Agreement or any other agreement, instrument, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any such Person or any manager or administrator of such Person or any incorporator, affiliateAffiliate, stockholder, officer, employee, employee or director of such Person or of the Borrower 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 Administrative Agent Agent, the Collateral Custodian and any Secured Party contained in this Agreement and all of the other agreements, instruments, 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, affiliateAffiliate, officer, employee, 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, covenants or agreements of such Person contained in this Agreement or in any other such instruments, documents, 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, affiliateAffiliate, officer, employee, 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, 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. The provisions of this Section shall survive the termination of this Agreement. (b) The provisions of this Section shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant, covenant or agreement (including the payment of any fees or any other obligations) of the Administrative Agent or any Secured Party as contained in this Agreement or any other agreement, instrument, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any such Person or any manager or administrator of such Person or any incorporator, affiliate, stockholder, officer, employee, employee or director of such Person or of the Borrower 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 Administrative Agent and any Secured Party contained in this Agreement and all of the other agreements, instruments, 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, 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, covenants or agreements of such Person contained in this Agreement or in any other such instruments, documents, 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, 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, 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. The provisions of this Section shall survive the termination of this Agreement. (b) The provisions of this Section shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant, covenant or agreement (including the payment of any fees or any other obligations) of the Administrative Agent Agent, the Collateral Custodian, the Backup Servicer or any Secured Party as contained in this Agreement or any other agreement, instrument, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any such Person or any manager or administrator of such Person or any incorporator, affiliate, stockholder, officer, employee, employee or director of such Person or of the Borrower 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 Administrative Agent Agent, the Collateral Custodian, the Backup Servicer and any Secured Party contained in this Agreement and all of the other agreements, instruments, 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, 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, covenants or agreements of such Person contained in this Agreement or in any other such instruments, documents, 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, 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, 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. The provisions of this Section shall survive the termination of this Agreement. (b) The provisions of this Section shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant, covenant or agreement (including including, without limitation, the payment of any fees or any other obligations) of the Administrative Agent or any Secured Party Seller as contained in this Agreement or any other agreement, instrument, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any such Person or any manager or administrator of such Person or any incorporator, affiliatepartner, stockholder, incorporator, authorized representative, officer, employee, employee or director of such Person or of the Borrower or of any such manager or administrator, as such, Seller by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; otherwise it being expressly agreed and understood that the agreements of the Administrative Agent and any Secured Party Seller contained in this Agreement and all of the other agreements, instruments, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of such Personthe Seller, and that no personal liability whatsoever shall attach to or be incurred by any administrator of any such Person or any incorporatorpartner, stockholder, affiliateincorporator, authorized representative, officer, employee, employee or director of such Person or of any such administrator, as suchthe Seller, or any other of them, under or by reason of any of the obligations, covenants, covenants or agreements of such Person the Seller contained in this Agreement or in any other such instruments, documents, documents or agreements, or that which are implied therefrom, and that any and all personal liability of every such administrator of such Person and each incorporatorpartner, stockholder, affiliateincorporator, authorized representative, officer, employee, employee or director of such Person or of any such administratorthe Seller, or any of them, for breaches by such Person the Seller of any such obligations, covenants, 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. The provisions of this Section 10.9(a) shall survive the termination of this Agreement. (b) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Buyer 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 member, manager, authorized representative, officer, employee or director of the Buyer 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 Buyer 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 limited liability company obligations of the Buyer, and that no personal liability whatsoever shall attach to or be incurred by any authorized representative, member, manager, officer, employee or director of the Buyer or any of them, under or by reason of any of the obligations, covenants or agreements of the Buyer contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each authorized representative, member, manager, officer, employee or director of the Buyer, or any of them, for breaches by the Buyer 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. The provisions of this Section 10.9(b) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant, covenant or agreement (including including, without limitation, the payment of any fees or any other obligations) of the Administrative Agent or any Secured Party Seller as contained in this Contribution Agreement or any other agreement, instrument, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any such Person or any manager or administrator of such Person the Seller or any incorporator, affiliate, stockholdershareholder, officer, employee, employee or director of such Person or of the Borrower Seller 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; otherwise it being expressly expressly, agreed and understood that the agreements of the Administrative Agent and any Secured Party Seller contained in this Contribution Agreement and all of the other agreements, instruments, and documents entered into by it pursuant hereto or in connection herewith Loan Documents are, in each case, solely the corporate obligations of such Personthe Seller, and that no personal liability whatsoever shall attach to or be incurred by any administrator of any such Person the Seller or any incorporator, stockholder, affiliate, officer, employee, employee or director of such Person the Seller or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants, covenants or agreements of such Person the Seller contained in this Contribution Agreement or in any and the other such instruments, documentsLoan Documents, or agreements, or that which are implied therefrom, and that any and all personal liability of every such administrator of such Person the Seller and each incorporator, stockholder, affiliatemember, officer, employee, employee or director of such Person the Seller or of any such administrator, or any of them, for breaches by such Person the Seller of any such obligations, covenants, 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 Contribution Agreement. The provisions of this Section 8.8(a) shall survive the termination of this Contribution Agreement. (b) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Purchaser as contained in this Contribution Agreement or the other Loan Documents shall be had against any administrator of the Purchaser or any incorporator, officer, employee or director of the Purchaser or of any such 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 Purchaser contained in this Contribution Agreement and the other Loan Documents are, in each case, solely the corporate obligations of the Purchaser, and that no personal liability whatsoever shall attach to or be incurred by any administrator of the Purchaser or any incorporator, officer, employee or director of the Purchaser or of any such administrator, as such, or any of them, under or by reason of any of the obligations, covenants or agreements of the Purchaser contained in this Contribution Agreement or the other Loan Documents, or which are implied therefrom, and that any and all personal liability of every such administrator of the Purchaser and each member, officer, employee or director of the Purchaser or of any such administrator, or any of them, for breaches by the Purchaser 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 Contribution Agreement. The provisions of this Section 8.8(b) shall survive the termination of this Contribution Agreement.