Common use of Scope of Liability Clause in Contracts

Scope of Liability. Notwithstanding anything to the contrary in this Agreement, any other Loan Document, or any other document, certificate or instrument executed by any Credit Party pursuant hereto or thereto, none of the Lender Parties shall have any claims with respect to the transactions contemplated by the Loan Documents against any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective Affiliates (other than the Loan Parties), shareholders, officers, directors, employees representatives, Controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 shall not: (a) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of any Loan Document and the same shall continue (subject to clause (e) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; (b) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); (c) limit or restrict the right of any Lender Party (or any assignee, beneficiary or successor thereto) to name any Loan Party or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to any Loan Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; (d) in any way limit or restrict any right or remedy of any Lender Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of revenues, profits or proceeds from or of the Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to any Lender Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Document; or (e) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any Non-Recourse Person (or any security granted by any Non-Recourse Person in support of the obligations of any Person) under or in connection with any Loan Document or as security for the Obligations; The limitations on recourse set forth in this Section 9.20 shall survive the Discharge Date.

Scope of Liability. Notwithstanding Except as set forth in this Section 10.18, notwithstanding anything to the contrary in this Agreement, any other Loan Document, Document or any other document, certificate or instrument executed by any Credit Loan Party pursuant hereto or thereto, none of the Lender Secured Parties shall have any claims with respect to the transactions contemplated by hereunder or thereunder against the Loan Documents against Sponsor or any Credit Party of its Affiliates (other than the Loan PartiesBorrower, any Subsidiary of the Borrower or, solely to the extent of the interests of Holdings in the Collateral, Holdings), any present or future holder (whether direct or indirect) of any Equity Interests Capital Stock in any Credit Loan Party (other than Holdings’ Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other such Capital Stock owned by another Loan Party), or, in each case, the case of any of their respective Affiliates (other than the Loan Parties), shareholders, officers, directors, employees employees, representatives, Controlling controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 10.18 shall not: not (ai) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of this Agreement or any other Loan Document and the same shall continue (subject to clause (eiv) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; ; (bii) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); ; (ciii) limit or restrict the right of the Administrative Agent, the Collateral Agent or any Lender other Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any other Loan Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 10.18; (div) in any way limit or restrict any right or remedy of the Administrative Agent, the Collateral Agent or any Lender other Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully 139 ▇▇▇▇▇ Wind – Credit Agreement liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation), willful wilful misrepresentation, fraudulent conveyance or misappropriation of revenues, profits or proceeds from or of the Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to the Administrative Agent, the Collateral Agent or any Lender other Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Document; or or (ev) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Personperson) under or in connection with any Loan Document (or as security for the Obligations; The limitations on recourse set forth in this Section 9.20 shall survive Obligations of the Discharge DateBorrower).

Scope of Liability. Notwithstanding (a) Except as set forth in this Section 11.17, notwithstanding anything to the contrary in this Agreement, any other Loan Document, Credit Document or any other document, certificate or instrument executed by any Credit Loan Party pursuant hereto or thereto, none of the Lender Secured Parties shall have any claims with respect to the transactions contemplated by hereunder or thereunder against the Loan Documents against Sponsor, its members or any Credit Party of its or their respective Affiliates (other than the Loan PartiesBorrower and, solely to the extent of the interests of Holdings in the Collateral, Holdings), any present or future holder (whether direct or indirect) of any Equity Interests Capital Stock in any Credit Loan Party (other than Holdings’ Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other such Capital Stock owned by another Loan Party), or, in each case, the case of any of their respective Affiliates (other than the Loan Parties), shareholders, officers, directors, employees employees, representatives, Controlling controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 11.17 shall not: not (ai) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of this Agreement or any Loan other Credit Document and the same shall continue (subject to clause (eiv) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; ; (bii) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); ; (ciii) limit or restrict the right of any Lender Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any Loan other Credit Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 11.17; (div) in any way limit or restrict any right or remedy of any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any actual fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, fraudulent conveyance or misappropriation of revenues, profits or proceeds from or of the Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Credit Document; or or (ev) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Personperson) under or in connection with any Loan Credit Document (or as security for the Obligations; ). (b) The limitations on recourse set forth in this Section 9.20 11.17 shall survive the Discharge Datetermination of this Agreement, the termination of all Commitments and the full payment and performance of the Obligations hereunder and under the other Credit Documents.

Scope of Liability. Notwithstanding anything to the contrary in this Agreement, any other Loan Operative Document, or any other document, certificate or instrument executed by any Credit Party the Borrower, the Pledgor or the Sponsor pursuant hereto or thereto, none of the Lender Secured Parties shall have any claims with respect to the transactions contemplated by the Loan Operative Documents against the Sponsor or the Pledgor or any Credit Party (other than the Loan Parties)past, present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower Borrower, the Sponsor or any Loan Party’s Equity Interests in any other Loan Party), the Pledgor or, in each case, any of their respective Affiliates (other than the Loan PartiesBorrower), shareholders, officers, directors, employees representatives, Controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 9.19 shall not: not (a) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of this Agreement or any Loan other Credit Document and the same shall continue (subject to clause (e) below, but without personal liability of to the Non-Recourse Persons) until fully paid, discharged, observed, or performed; ; (b) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Collateral Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); , (c) limit or restrict the right of the Administrative Agent, the Collateral Agent, the Loan Insurer or any Lender other Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party the Borrower or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any Loan other Credit Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 9.19; (d) in any way limit or restrict any right or remedy of the Administrative Agent, the Collateral Agent, the Loan Insurer or any Lender other Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of Operating Revenues or any other earnings, revenues, rents, issues, profits or proceeds from or of the Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to the Administrative Agent, the Collateral Agent, the Loan Insurer or any Lender other Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Credit Document; or (e) affect or diminish in any way or constitute a waiver, release or discharge of any specific written obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Personperson) under or in connection with any Loan Collateral Document (or as security for the Obligationsobligations of the Borrower), the Sponsor Support Agreement, or the Pledge Agreements; or (f) limit the liability of (i) any person who is a party to any Operative Document or has issued any certificate or other statement in connection therewith with respect to such liability as may arise by reason of the terms and conditions of such Operative Document (but subject to any limitation of liability, if any, in such Operative Document), certificate or statement, or (ii) any Person rendering a legal opinion pursuant to the terms of any Credit Document, in each case under this clause (f) relating solely to such liability of such person as may arise under such referenced agreement, instrument or opinion. The limitations on recourse set forth in this Section 9.20 9.19 shall survive the Discharge Datetermination of this Agreement, the termination of all Commitments and the full payment and performance of the Obligations hereunder and under the other Operative Documents.

Scope of Liability. Notwithstanding (a) Except as set forth in this Section 9.18, notwithstanding anything to the contrary in this Agreement, any other Loan Document, Document or any other document, certificate or instrument executed by any Credit Loan Party pursuant hereto or thereto, none of the Lender Parties shall have any claims with respect to the transactions contemplated by hereunder or thereunder against the Loan Documents against any Credit Party (other than of the Loan Parties)Company’s Affiliates, any present or future holder (whether direct or indirect) of any Equity Interests Capital Stock in any Credit Party the Company (other than Holdings’ Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other Loan PartyCapital Stock of the Company held by Parent), or, in each case, the case of any of their respective Affiliates (other than the Loan Parties), shareholders, officers, directors, employees employees, representatives, Controlling personscontrolling Persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 9.18 shall not: not (ai) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Credit Facility Obligations, or of any of the terms, covenants, conditions, or provisions of this Agreement or any other Loan Document and the same shall continue (subject to clause (eiv) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; ; (bii) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the any Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); ; (ciii) limit or restrict the right of any Agent or Lender Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any other Loan Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 9.18; (div) in any way limit or restrict any right or remedy of any Agent or Lender Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any actual fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, fraudulent conveyance or misappropriation of revenues, profits or proceeds from or of the Project or any CollateralCollateral under any Security Documents, that should or would have been paid as provided herein or paid or delivered to any Agent or Lender Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Document; or or (ev) affect or diminish in any way or constitute a waiver, release or discharge of any express obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Personperson) under or in connection with any Loan Document (or as security for the Credit Facility Obligations; ). (b) The limitations on recourse set forth in this Section 9.20 9.18 shall survive the Discharge Datetermination of this Agreement, the termination of all Commitments and the full payment and performance of the Credit Facility Obligations hereunder and under the other Loan Documents.

Scope of Liability. Notwithstanding anything to the contrary in this Agreement, any other Loan Document, Document or any other document, certificate or instrument executed by any Credit Party Person pursuant hereto or thereto, none of the Lender Secured Parties shall have any claims with respect to the transactions contemplated by the Loan Documents against any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in of the Parent, the Borrower or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective Affiliates (other than (x) the Loan PartiesParent and (y) the Borrower, in each case as provided in the Collateral Agreement), shareholders, officers, directors, employees members, managers, partners, employees, representatives, Controlling controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 9.25 shall not: not (a) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of this Agreement or any other Loan Document and the same shall continue (subject to clause (e) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, observed or performed; , (b) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents Collateral Agreement (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); , (c) limit or restrict the right of any Lender Agent or any other Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party the Parent, the Borrower or any other person Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to any Loan Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; (d) in any way limit or restrict any right or remedy of any Lender Agent or any other Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation)fraud, willful misrepresentation, or misappropriation of revenues, profits or proceeds from or of the Project or any Collateral, Collateral that should or would have been paid as provided herein or paid or delivered to any Lender Agent or any other Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Document; or , or (e) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Person) under or in connection with any Loan Document (or as security for the Secured Obligations; ). The limitations on recourse and other provisions set forth in this Section 9.20 9.25 shall survive the Discharge Datepayment in full of all Obligations and Secured Obligations and the termination of all Commitments.

Scope of Liability. Notwithstanding anything any other provision of the Financing Documents (but subject to the contrary last sentence of this Section 9.24), there shall be no recourse against the Pledgor or any of its Affiliates (except Borrower or the Guarantors), or the stockholders or other owners, officers, directors or employees of any of them (each, a "Non-Recourse Party"), for any liability to the Lenders arising in connection with any breach or default under this Agreement, any other Loan Document, or any other document, certificate or instrument executed by any Credit Party pursuant hereto or thereto, none of and the Lender Parties Lenders shall have any claims with respect look solely to the transactions contemplated by Borrower and the Loan Documents against Guarantors (but not to any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective Affiliates (other than the Loan Parties), shareholders, officers, directors, employees representatives, Controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Party or to any distribution received by any Non-Recourse Persons (including Party pursuant to the terms of this Agreement except as may arise by operation provided herein), the Collateral and the rents, issues, profits, proceeds and products of law) being expressly waived hereby; the Collateral in enforcing rights and obligations under and in connection with the Financing Documents, provided that (a) the foregoing provision provisions of this Section 9.20 9.24 shall not: (a) not constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligationsindebtedness, or of any of the terms, covenants, conditions, or provisions of this Agreement, the Notes, any Loan Collateral Document or other Financing Document (but without personal liability to the Non-Recourse Parties except as provided herein and therein), and the same shall continue (subject to clause (e) below, but without personal liability of until the Non-Recourse Persons) until Commitments have been terminated and all Obligations have been fully paid, discharged, observed, or performed; ; (b) constitute a waiver, release or discharge the foregoing provisions of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); (c) this Section 9.24 shall not limit or restrict the right of any Lender Secured Party (or any assignee, beneficiary or successor thereto) to name any Loan Party or any other person Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement, any Loan Collateral Document or any other Financing Document, or otherwise, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse PersonParty out of any property, except as set forth in assets or funds other than the collateral and the rents, issues, profits, proceeds or products of the Collateral, and any other Property of any Loan Party and (c) the foregoing provisions of this Section 9.20; 9.24 shall not affect or diminish or constitute a waiver, release or discharge of any specific written obligation, covenant, or agreement made by any of the Non-Recourse Parties or any security granted by the Non-Recourse Parties in support of the obligations of such Persons under any guarantee or as security for the obligations of any Loan Party. Notwithstanding the foregoing, it is expressly understood and agreed that nothing contained in this Section 9.24 shall be deemed to (dx) in any way limit or restrict any right or remedy of any Lender Party the Secured Parties (or any assignee or beneficiary thereof or successor thereto) with respect to, to (and each the Pledgor and all of the Non-Recourse other Persons described above shall remain fully liable to the extent that it such Person would otherwise be liable for its own actions with respect to, ) any fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of revenues, profits or proceeds from or of misconduct by the Project Pledgor or any Collateral, that should Loan Party; or would have been paid as provided herein or paid or delivered to (y) limit in any Lender Party (respect the enforceability against the Pledgor or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Document; or (e) affect or diminish in any way or constitute a waiver, release or discharge Party of any obligationFinancing Document to which such Person is a party in accordance with its terms (including, covenantwith respect to the Pledgor, or agreement made by any Non-Recourse Person (or any security granted by any Non-Recourse Person in support of the obligations of any Person) under or in connection with any Loan Document or as security for the Obligations; The limitations on recourse set forth in this Section 9.20 shall survive the Discharge DatePledge Agreement).

Scope of Liability. Notwithstanding (a) Except as set forth in this Section 11.17, notwithstanding anything to the contrary in this Agreement, any other Loan Document, Credit Document or any other document, certificate or instrument executed by any Credit Party Obligor pursuant hereto or thereto, none of the Lender Secured Parties shall have any claims with respect to the transactions contemplated by hereunder or thereunder against the Loan Documents against Sponsor its members or any Credit Party of its or their respective Affiliates (other than the Loan PartiesBorrower and, solely to the extent of the interests of Holdings in the Collateral, Holdings), any present or future holder (whether direct or indirect) of any Equity Interests Interest in any Credit Party Obligor (other than Holdings’ any such Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other Loan PartyInterest owned by another Obligor), or, in each case, the case of any of their respective Affiliates (other than the Loan PartiesObligors), shareholders, officers, directors, employees employees, representatives, Controlling controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 11.17 shall not: not (ai) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of this Agreement or any Loan other Credit Document and the same shall continue (subject to clause (eiv) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; ; (bii) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); ; (ciii) limit or restrict the right of any Lender Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party Obligor or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any Loan other Credit Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 11.17; (div) in any way limit or restrict any right or remedy of any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any actual fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, fraudulent conveyance or misappropriation of revenues, profits or proceeds from or of the any Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Credit Document; or or (ev) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Personperson) under or in connection with any Loan Credit Document (or as security for the Obligations; ). (b) The limitations on recourse set forth in this Section 9.20 11.17 shall survive the Discharge Datetermination of this Agreement, the termination of all Commitments and the full payment and performance of the Obligations hereunder and under the other Credit Documents.

Scope of Liability. Notwithstanding anything to the contrary in this Agreement, any other Loan Document, Financing Document or any other document, certificate or instrument executed by any Credit Loan Party pursuant hereto or Pledgor thereto, none of the Lender Joint Lead Arrangers, the Documentation Agents, the Syndication Agents, Secured Parties and their Related Parties shall have any claims with respect to the transactions contemplated by the Loan Financing Documents against Construction Pledgor, TE Partnership, Sponsor Partner, Class B Member, the Parents, any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in Construction Pledgor, TE Partnership, the Borrower Sponsor Partner, Class B Member, or any Loan Party’s Equity Interests in any other Loan Party), the Parents or, in each any case, any of their respective Affiliates (other than the Loan PartiesBorrower) (except, in each case, to the extent set forth in the Financing Documents to which Construction Pledgor, TE Partnership, the Sponsor Partner, Class B Member, the Parents or any other such holder of Equity Interests is a party), shareholders, members, officers, directors, employees employees, representatives, Controlling controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 9.15 shall not: not (ai) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of any Loan Document and the same shall continue Financing Document, (subject to clause (e) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; (bii) constitute a waiver, release or discharge of any lien Lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); , (ciii) limit or restrict the right of any Lender Secured Party (or any assignee, assignee or beneficiary thereof or successor thereto) to name any Loan Party Party, any Pledgor or any other person Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to any Loan Financing Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 9.15, (div) in any way limit or restrict any right or remedy of any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation)fraud, willful misrepresentation, or misappropriation of revenues, profits or proceeds from or of the Project or any Collateral, Collateral that should or would have been paid as provided herein or paid or delivered to any Lender a Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Financing Document; or , (ev) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Person) under or in connection with any Loan Financing Document (or as security for the Obligations; ) or limit or restrict the right of any Agent or Secured Party to enforce such obligations against such Non-Recourse Person or (vi) limit the liability of (x) any Person who is party to any Project Document or has issued any certificate or other statement in connection therewith with respect to such liability as may arise by reason of the terms and conditions of such Project Document (but subject to any limitation of liability in such Project Document), certificate or statement, or (y) any Person rendering a legal opinion pursuant to this Agreement, in each case under this clause (vi) relating solely to the liability of such Person as may arise under such referenced agreement, instrument or opinion. The limitations on recourse set forth in this Section 9.20 9.15 shall survive the Discharge Termination Date.

Scope of Liability. Notwithstanding Except as set forth in this Article 9, notwithstanding anything in the Credit Agreement or the other Credit Documents to the contrary in this Agreementcontrary, any other Loan Document, or any other document, certificate or instrument executed by any Credit Party pursuant hereto or thereto, none of the Lender Parties Banks shall have any no claims with respect to the transactions contemplated by the Loan Operative Documents against any Credit Party (other than the Loan Parties)Portfolio Entities, present the Member, Calpine or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective Affiliates (other than the Loan PartiesPortfolio Entities), shareholders, officers, directorsdirectors or employees (collectively the "Nonrecourse Persons"), employees representatives, Controlling persons, executives or agents (collectivelyand the Banks' recourse against the Portfolio Entities shall be limited to the Collateral, the “Non-Recourse Persons”Projects, the Turbines and the equipment and assets owned by the Equipment Finance Companies (and all portions thereof and rights or appurtenances thereto), such claims against such Non-Recourse Persons (including all Project Revenues, all Proceeds, and all income or revenues of the foregoing as may arise by operation of law) being expressly waived herebyand to the extent provided herein and in the Collateral Documents; provided that (a) the foregoing provision of this Section 9.20 Article 9 shall not: (a) not constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligationsindebtedness, or of any of the terms, covenants, conditions, or provisions of this Agreement, any Loan other Security Document or Credit Document and the same shall continue (subject to clause (e) below, but without personal liability of to the Non-Recourse PersonsNonrecourse Person or to the Portfolio Entities except as provided herein and therein) until fully paid, discharged, observed, or performed; ; (b) constitute a waiver, release or discharge the foregoing provision of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); (c) this Article 9 shall not limit or restrict the right of any Lender Party Administrative Agent and/or the Banks (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party the Portfolio Entities or any other person Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any Loan other Security Document or Credit Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Nonrecourse Person, and recourse to the Portfolio Entities shall be limited as provided above, except as set forth in other provisions this Article 9, (c) the foregoing provision of this Section 9.20; (d) Article 9 shall not in any way limit or restrict any right or remedy of any Lender Party Administrative Agent and/or the Banks (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Nonrecourse Persons and the Portfolio Entities shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of Project Revenues, Proceeds or any other earnings, revenues, rents, issues, profits or proceeds from or of the Project or any Collateral, Collateral that should or would have been paid as provided herein or paid or delivered to Administrative Agent or any Lender Party Bank (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Credit Document; or (ed) the foregoing provision of this Article 9 shall not affect or diminish in any way or constitute a waiver, release or discharge of any specific written obligation, covenant, or agreement in respect of any Project or Turbine made by any Non-Recourse Person (of the Nonrecourse Persons or any security granted by any Non-Recourse Person the Nonrecourse Persons in support of the obligations of such persons under any Person) under or in connection with any Loan Equity Document or as security for the Obligationsobligations of the Portfolio Entities; and (e) nothing contained herein shall limit the liability of (i) any Person who is a party to any Project Document or Turbine Purchase Contract or has issued any certificate or other statement in connection therewith with respect to such liability as may arise by reason of the terms and conditions of such Project Document or Turbine Purchase Contract (but subject to any limitation of liability in such Project Document or Turbine Purchase Contract), certificate or statement, or (ii) any Person rendering a legal opinion pursuant to this Agreement, in each case under this clause (e) relating solely to such liability of such Person as may arise under such referenced agreement, instrument or opinion. The limitations on recourse set forth in this Section 9.20 Article 9 shall survive the Discharge Datetermination of this Agreement 130 145 and the full payment and performance of the Obligations hereunder and under the other Operative Documents.

Scope of Liability. Notwithstanding Except as set forth in this Article 8, notwithstanding anything in this Agreement or the other Financing Documents to the contrary in this Agreementcontrary, any other Loan Document, or any other document, certificate or instrument executed by any Credit Party pursuant hereto or thereto, none of the Lender Secured Parties shall have any no claims with respect to the transactions contemplated by the Loan Operative Documents against any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower NRG Energy or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective its Affiliates (other than the Loan Financing Parties), shareholders, officers, directors, directors or employees representatives, Controlling persons, executives or agents (collectively, the “Non-Recourse "Nonrecourse Persons”"), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 Article 8 shall not: not (a) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligationsindebtedness, or of any of the terms, covenants, conditions, or provisions of this Agreement or any Loan other Financing Document and the same shall continue (subject to clause (e) below, but without personal liability of the Non-Recourse Personsto any Nonrecourse Person except as provided herein and therein) until fully paid, discharged, observed, or performed; , (b) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); (c) limit or restrict the right of any Lender Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name the Issuer, any Loan Party Project Company or any other person Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to this Agreement or any Loan other Financing Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Nonrecourse Person, except as set forth in other provisions of this Section 9.20; Article 8, (dc) in any way limit or restrict any right or remedy of any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Nonrecourse Persons shall remain fully liable to the extent that it such Person would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of Project Revenues or any other earnings, revenues, rents, issues, profits or proceeds from or of the Project or any Collateral, Collateral that should or would have been paid as provided herein or paid or delivered to any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Financing Document; or , (ed) affect or diminish in any way or constitute a waiver, release or discharge of any specific written obligation, covenant, or agreement made by any Non-Recourse Person (of the Nonrecourse Persons or any security granted by any Non-Recourse Person the Nonrecourse Persons in support of the obligations of such Persons under any Person) under or in connection with any Loan Financing Document or as security for the Obligations; obligations of the Issuer and the Project Companies, and (e) limit the liability of (i) any Person who is a party to any Project Document and has issued any certificate or other statement in connection therewith with respect to such liability as may arise by reason of the terms and conditions of such Project Document (but subject to any limitation of liability in such Project Document), certificate or statement, (ii) any Person rendering a legal opinion pursuant to this Agreement or (iii) NRG Energy or any Acceptable Assignee under or pursuant to the Parent Agreement, in each case under this clause (e) relating solely to such liability of such Person as may arise under such referenced agreement, instrument or opinion. The limitations on recourse set forth in this Section 9.20 Article 8 shall survive the Discharge Datetermination of this Agreement and the full payment and performance of the Obligations hereunder and under the other Financing Documents.

Scope of Liability. Notwithstanding Except as set forth in this Article 9, notwithstanding anything in any Credit Document to the contrary in this Agreementcontrary, any other Loan Document, or any other document, certificate or instrument executed by any Credit Party pursuant hereto or thereto, none of the Lender Secured Parties shall have any no claims with respect to the transactions contemplated by the Loan Operative Documents against any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower Sponsor or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective its Affiliates (other than the Loan PartiesBorrowers), shareholders, officers, directors, directors or employees representatives, Controlling persons, executives or agents (collectively, the “Non-Recourse "Nonrecourse Persons”"), such claims and the Secured Parties' recourse against such Non-Recourse Borrowers and the Nonrecourse Persons (including shall be limited to the Collateral, the Project, all Project Revenues, all Loan proceeds, Insurance Proceeds, Eminent Domain Proceeds, and all income or revenues of the foregoing as may arise by operation of law) being expressly waived herebyand to the extent provided herein and in the Collateral Documents; provided provided, that the foregoing provision of this Section 9.20 Article 9 shall not: not in any way (a) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligationsindebtedness, or of any of the terms, covenants, conditions, or provisions of any Loan Credit Document (and the same shall continue (subject to clause (e) belowcontinue, but without personal liability of to the Non-Recourse Nonrecourse Persons) , until fully paid, discharged, observed, or performed; ) or otherwise relieve any such Person from its obligations under the Credit Documents to which such Nonrecourse Person is a party or shall preclude, restrict, reduce, limit or otherwise affect the rights, powers and remedies of the Secured Parties to enforce (or cause to be enforced) such obligations against such Person or such Person's properties to the extent permitted by any Credit Document to which such Nonrecourse Person is a party; (b) constitute a waiverlimit, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (reduce, restrict or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); (c) limit or restrict affect the right of any Lender Secured Party (or any assignee, beneficiary or successor theretoto any of them) to name any Loan Party Borrowers or any other person Nonrecourse Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to any Loan Credit Document, or for injunction or specific performanceperformance of such Credit Document, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Nonrecourse Person, except as set forth in other provisions of this Section 9.20; Article 9; (dc) in any way limit limit, reduce, restrict or restrict otherwise affect any right or remedy of any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Nonrecourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud fraud, willful misrepresentation (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of Project Revenues, Loan proceeds, Insurance Proceeds, Eminent Domain Proceeds or any other earnings, revenues, rents, issues, profits or proceeds from or of the Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Credit Document; or (ed) affect or diminish in any way or constitute a waiver, release or discharge of any specific written obligation, covenant, or agreement in respect of the transactions contemplated by the Operative Documents made by any Non-Recourse Person (of the Nonrecourse Persons or any security granted by any Non-Recourse Person the Nonrecourse Persons in support of the obligations of such Persons under any Person) under or in connection with any Loan Collateral Document (or as security for the Obligationsobligations of Borrowers) or the Sponsor Guaranty; and (e) limit the liability of (i) any Person who is a party to any Project Document or has issued any certificate or other statement in connection therewith with respect to such liability as may arise solely by reason of the terms and conditions of such Project Document (but subject to any limitation of liability in such Project Document), certificate or statement, or (ii) any Person rendering a legal opinion pursuant to this Agreement, in each case under this clause (e) relating solely to such liability of such Person as may arise under such referenced agreement, instrument or opinion. The limitations on recourse set forth in this Section 9.20 Article 9 shall survive the Discharge Datetermination of this Agreement, the termination of all Commitments and the Swap Agreements to which any Secured Party is a party and the payment and performance in full of the Obligations.

Scope of Liability. Notwithstanding anything to the contrary in this Agreement, any other Loan Document, Financing Document or any other document, certificate or instrument executed by any Credit Loan Party pursuant hereto or thereto, none of the Lender Joint Lead Arrangers, the Documentation Agents, the Syndication Agents, Secured Parties and their Related Parties shall have any claims with respect to the transactions contemplated by the Loan Financing Documents against Construction Pledgor, TE Partnership, Sponsor Partner, Class B Member, the Equity Contributing Parties, the Parents, any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Construction Pledgor, TE Partnership, the Sponsor Partner, Class B Member, the Equity Interests in Contributing Parties or the Borrower or any Loan Party’s Equity Interests in any other Loan Party), Parents or, in each any case, any of their respective Affiliates (other than the Loan Borrower) (except, in each case, to the extent set forth in the Financing Documents to which Construction Pledgor, TE Partnership, the Sponsor Partner, Class B Member, the Equity Contributing Parties, the Parents or any other such holder of Equity Interests is a party), shareholders, members, officers, directors, employees employees, representatives, Controlling controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 10.15 shall not: not (ai) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of any Loan Document and the same shall continue Financing Document, (subject to clause (e) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; (bii) constitute a waiver, release or discharge of any lien Lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); , (ciii) limit or restrict the right of any Lender Secured Party (or any assignee, assignee or beneficiary thereof or successor thereto) to name any Loan Party or any other person Person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to any Loan Financing Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; 10.15, (div) in any way limit or restrict any right or remedy of any Lender Secured Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation)fraud, willful misrepresentation, or misappropriation of revenues, profits or proceeds from or of the Project or any Collateral, Collateral that should or would have been paid as provided herein or paid or delivered to any Lender a Secured Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Financing Document; or , (ev) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any of the Non-Recourse Person Persons (or any security granted by any the Non-Recourse Person Persons in support of the obligations of any Person) under or in connection with the Equity Contribution Agreement, any Loan Member Guaranty or any other Financing Document (or as security for the Obligations; ) or limit or restrict the right of any Agent or Secured Party to enforce such obligations against such Non-Recourse Person or (vi) limit the liability of (x) any Person who is party to any Project Document or has issued any certificate or other statement in connection therewith with respect to such liability as may arise by reason of the terms and conditions of such Project Document (but subject to any limitation of liability in such Project Document), certificate or statement, (y) any Person party to the Equity Contribution Agreement or Member Guaranty or (z) any Person rendering a legal opinion pursuant to this Agreement, in each case under this clause (vi) relating solely to the liability of such Person as may arise under such referenced agreement, instrument or opinion. The limitations on recourse set forth in this Section 9.20 10.15 shall survive the Discharge Termination Date.

Scope of Liability. Notwithstanding anything to the contrary in this Agreement, any other Loan Document, or any other document, certificate or instrument executed by any Credit Loan Party pursuant hereto or thereto, none of the Lender Parties shall have any claims with respect to the transactions contemplated by the Loan Documents against any Credit Party (other than the Loan Parties), present or future holder (whether direct or indirect) of any Equity Interests in any Credit Party (other than Holdings’ Equity Interests in the Borrower Sponsor or any Loan Party’s Equity Interests in any other Loan Party), or, in each case, any of their respective its Affiliates (other than the Loan Parties), shareholders, officers, directors, employees representatives, Controlling persons, executives or agents (collectively, the “Non-Recourse Persons”), such claims against such Non-Recourse Persons (including as may arise by operation of law) being expressly waived hereby; provided that the foregoing provision of this Section 9.20 shall not: (a) constitute a waiver, release or discharge (or otherwise impair the enforceability) of any of the Obligations, or of any of the terms, covenants, conditions, or provisions of any Loan Document and the same shall continue (subject to clause (e) below, but without personal liability of the Non-Recourse Persons) until fully paid, discharged, observed, or performed; (b) constitute a waiver, release or discharge of any lien or security interest purported to be created pursuant to the Security Documents (or otherwise impair the ability of any Secured Party to realize or foreclose upon any Collateral); (c) limit or restrict the right of any Lender Party (or any assignee, beneficiary or successor thereto) to name any Loan Party or any other person as a defendant in any action or suit for a judicial foreclosure or for the exercise of any other remedy under or with respect to any Loan Document, or for injunction or specific performance, so long as no judgment in the nature of a deficiency judgment shall be enforced against any Non-Recourse Person, except as set forth in other provisions of this Section 9.20; (d) in any way limit or restrict any right or remedy of any Lender Party (or any assignee or beneficiary thereof or successor thereto) with respect to, and each of the Non-Recourse Persons shall remain fully liable to the extent that it would otherwise be liable for its own actions with respect to, any fraud (which shall not include innocent or negligent misrepresentation), willful misrepresentation, or misappropriation of revenues, profits or proceeds from or of the any Project or any Collateral, that should or would have been paid as provided herein or paid or delivered to any Lender Party (or any assignee or beneficiary thereof or successor thereto) towards any payment required under this Agreement or any other Loan Document; or (e) affect or diminish in any way or constitute a waiver, release or discharge of any obligation, covenant, or agreement made by any Non-Recourse Person (or any security granted by any Non-Recourse Person in support of the obligations of any Person) under or in connection with any Loan Document or as security for the Obligations; The limitations on recourse set forth in this Section 9.20 shall survive the Discharge Date.