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

Bankruptcy Non-Petition and Limited Recourse; Claims. The Seller hereby agrees that it will not institute against, or join any other Person in instituting against, the Purchaser any bankruptcy proceeding or other insolvency proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect plus one day) since the Collection Date. The Seller hereby acknowledges that (i) the Purchaser has no assets other than the Sale Portfolio, (ii) the Purchaser shall, immediately upon Purchase hereunder, grant a security interest in the Sale Portfolio to the Collateral Agent, on behalf of the Secured Parties, pursuant to the Revolving Credit and Security Agreement, and (iii) Available Collections generated by the Sale Portfolio will be applied first to payment of the Purchaser’s obligations under the Revolving Credit and Security Agreement. In addition, the Seller shall have no recourse for any amounts payable or any other obligations arising under this Agreement against any officer, member, director, employee, partner, Affiliate or security holder of the Purchaser or any of its successors or assigns.

Bankruptcy Non-Petition and Limited Recourse; Claims. The Seller hereby agrees that it will not institute against, or join any other Person in instituting against, the Purchaser any bankruptcy proceeding or other insolvency proceeding Bankruptcy Proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect plus one dayeffect) since the Collection Date. The Seller hereby acknowledges that (i) the Purchaser has no assets other than the Sale PortfolioPortfolio and rights and interests in the Transaction Documents and rights incidental thereto, (ii) the Purchaser shall, immediately upon Purchase hereunder, grant a security interest in the Sale Portfolio to the Collateral Agent, on behalf of the Secured Parties, pursuant to the Revolving Credit Loan and Security Servicing Agreement, and (iii) Available Collections generated by the Sale Portfolio will be applied first to payment of the Purchaser’s obligations under the Revolving Credit Loan and Security Servicing Agreement. In addition, the Seller shall have no recourse for any amounts payable or any other obligations arising under this Agreement against any officer, member, director, employee, partner, Affiliate or security holder of the Purchaser or any of its successors or assigns.

Bankruptcy Non-Petition and Limited Recourse; Claims. The Seller hereby agrees that it will not institute against, or join any other Person in instituting against, the Purchaser or the Borrower any bankruptcy proceeding or other insolvency proceeding Bankruptcy Proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect plus one dayeffect) since the Collection Date. The Seller hereby acknowledges that (i) the Purchaser has no assets other than the Sale PortfolioPortfolio and the membership interests of the Borrower and the proceeds of such membership interests, (ii) the Purchaser shall, immediately upon Purchase hereunder, grant a security interest in transfer the Sale Portfolio to the Collateral Agent, on behalf of the Secured Parties, Borrower pursuant to the Revolving Credit Second Tier Purchase and Security Sale Agreement, and (iii) Available Collections generated by the Sale Portfolio will be applied first to payment of the PurchaserBorrower’s obligations under the Revolving Credit and Security Note Purchase Agreement. In addition, the Seller shall have no recourse for any amounts payable or any other obligations arising under this Agreement against any officer, member, director, employee, partner, Affiliate or security holder of the Purchaser or any of its successors or assigns.

Bankruptcy Non-Petition and Limited Recourse; Claims. The Seller hereby agrees that it will not institute against, or join any other Person in instituting against, the Purchaser or the Borrower any bankruptcy proceeding or other insolvency proceeding Bankruptcy Proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect plus one dayeffect) since the Collection Date. The Seller hereby acknowledges that (i) the Purchaser has no assets other than the Sale PortfolioPortfolio and the membership interests of the Borrower and the proceeds of such membership interests, (ii) the Purchaser shall, immediately upon Purchase hereunder, grant a security interest in transfer the Sale Portfolio to the Collateral Agent, on behalf of the Secured Parties, Borrower pursuant to the Revolving Credit Second Tier Purchase and Security Sale Agreement, and (iii) Available Collections generated by the Sale Portfolio will be applied first to payment of the PurchaserBorrower’s obligations under the Revolving Credit Amended and Security Restated Sale and Servicing Agreement. In addition, the Seller shall have no recourse for any amounts payable or any other obligations arising under this Agreement against any officer, member, director, employee, partner, Affiliate or security holder of the Purchaser or any of its successors or assigns.

Bankruptcy Non-Petition and Limited Recourse; Claims. The Seller hereby agrees that it will not institute against, or join any other Person in instituting against, the Purchaser any bankruptcy proceeding or other insolvency proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect plus one day) since the Collection Date. The Seller hereby acknowledges that (i) the Purchaser has no assets other than the Sale Portfolio, (ii) the Purchaser shall, immediately upon Purchase hereunder, grant a security interest in the Sale Portfolio to the Collateral Administrative Agent, on behalf of the Secured Parties, pursuant to the Revolving Credit and Security Agreement, and (iii) Available Collections generated by the Sale Portfolio will be applied first to payment of the Purchaser’s obligations under the Revolving Credit and Security Agreement. In addition, the Seller shall have no recourse for any amounts payable or any other obligations arising under this Agreement against any officer, member, director, employee, partner, Affiliate or security holder of the Purchaser or any of its successors or assigns.

Bankruptcy Non-Petition and Limited Recourse; Claims. The Seller hereby agrees that it will not institute against, or join any other Person in instituting against, the Purchaser any bankruptcy proceeding or other insolvency proceeding Bankruptcy Proceeding so long as there shall not have elapsed one year and one day (or such longer preference period as shall then be in effect plus one dayeffect) since the Collection Date. The Seller hereby acknowledges that (i) the Purchaser has no assets other than the Sale Portfolio, (ii) the Purchaser shall, immediately upon Purchase hereunder, grant a security interest in the Sale Portfolio to the Collateral AgentTrustee, on behalf of the Secured Parties, pursuant to the Revolving Credit Amended and Security Restated Sale and Servicing Agreement, and (iii) Available Collections generated by the Sale Portfolio will be applied first to payment of the Purchaser’s obligations under the Revolving Credit Amended and Security Restated Sale and Servicing Agreement. In addition, the Seller shall have no recourse for any amounts payable or any other obligations arising under this Agreement against any officer, member, director, employee, partner, Affiliate or security holder of the Purchaser or any of its successors or assigns.