Common use of Full Recourse Liability Clause in Contracts

Full Recourse Liability. Guarantor shall be personally, fully and completely liable for the payment of the Note (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (a) any Borrower, Guarantor, or any Person having a direct or indirect ownership interest in Borrower violates the covenant governing the placing of secondary financing pursuant to Sections 4.11(a)(ix), 7.1(m) or 8.1(g) of the Loan Agreement, (b) any Borrower, Guarantor or any Person having a direct or indirect ownership interest in Borrower or Guarantor violates the covenants restricting Dispositions pursuant to Article VII of the Loan Agreement,(c) any of the Borrower Parties files a petition in bankruptcy or for the appointment of a receiver, or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ obligations, (d) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiver, or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from Borrower’s breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion in an involuntary bankruptcy proceeding filed against any of the Borrower Parties which is not dismissed within one hundred twenty (120) days after the filing of same, (e) there is filed against any Borrower any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (f) in the event any Borrower Parties or any affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of Lender’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (g) Borrower commits a material violation of Section 4.11 of the Loan Agreement which is a contributing factor in the substantive consolidation of Borrower with another entity. Lender’s rights under this Guaranty are in addition to all rights of Lender under the Security Instrument and the Loan Documents, and payments by Guarantor under this Guaranty shall not reduce the obligations and liabilities of Borrower under the Note, the Loan Agreement, the Security Instrument or the other Loan Documents; provided, however, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from Guarantor. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 above.

Full Recourse Liability. Borrower and Guarantor shall be personallybecome personally liable, fully jointly and completely liable severally, for the payment entire amount of the Note Loan (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (aA) any Borrower, Guarantor, Borrower or any Person having a direct or indirect ownership interest in Borrower violates the covenant governing the placing of secondary financing pursuant to Sections 4.11(a)(ix), 7.1(m7.1(k) or 8.1(g) of the Loan this Agreement, (bB) any Borrower, Guarantor Borrower or any Person having a direct or indirect ownership interest in Borrower or Guarantor violates the covenants covenant restricting Dispositions pursuant to Article VII of the Loan Agreement,(cthis Agreement, (C) any of the Borrower Parties files a petition in bankruptcy or for the appointment of a receiver, or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ obligations, (dD) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiver, or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from Borrower’s a breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion in an involuntary bankruptcy proceeding filed against any of the Borrower Parties which is not dismissed within one hundred twenty ninety (12090) days after the filing of same, (eE) there is filed against any Borrower any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (fF) in the event any Borrower Parties or any affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of Lender’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (gG) Borrower commits a material violation of Section 4.11 of the Loan this Agreement which is a contributing factor in the substantive consolidation of Borrower with another entity. Lender’s rights under this Guaranty are in addition to all rights of Lender under the Security Instrument and the Domain at Tallahassee 53 Loan Documents, and payments by Guarantor under this Guaranty shall not reduce the obligations and liabilities of Borrower under the Note, the Loan Agreement, the Security Instrument or the other Loan Documents; provided, however, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from GuarantorNo. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 above.00-1102733

Full Recourse Liability. Borrower and Guarantor shall be personallybecome personally liable, fully jointly and completely liable severally, for the payment entire amount of the Note Loan (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (a) any Borrower, Guarantor, Guarantor or any Person having a direct or indirect ownership interest in any Borrower violates the covenant governing the placing of secondary financing Secondary Financing pursuant to Sections 4.11(a)(ix), 7.1(m) or 8.1(g) of the Loan this Agreement, (b) any Borrower, Guarantor or any Person having a direct or indirect ownership interest in any Borrower or Guarantor violates the covenants covenant restricting Dispositions pursuant to Article VII of the Loan Agreement,(cthis Agreement, (c) any of the Borrower Parties files a petition in bankruptcy or for the appointment of a receiver, or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ obligations, (d) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiver, or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from any Borrower’s breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion in an involuntary bankruptcy proceeding filed against any of the Borrower Parties which is not dismissed within one hundred twenty (120) days after the filing of samesame (excluding any actions brought by Xxxxxx), (e) there is filed against any Borrower any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (f) in the event any Borrower Parties or any affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of LenderXxxxxx’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (g) any Borrower commits a material violation of Section 4.11 of the Loan this Agreement which is a contributing factor in the substantive consolidation of Borrower with another entity. Lender’s rights under this Guaranty are in addition to all rights of Lender under the Security Instrument and the Loan Documents, and payments by Guarantor under this Guaranty shall not reduce the obligations and liabilities of Borrower under the Note, the Loan Agreement, the Security Instrument or the other Loan Documents; provided, however, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from Guarantor. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 above.

Full Recourse Liability. Guarantor shall be personally, fully and completely liable for the payment of the Note (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (a) any Borrower, Guarantor, Borrower or any Person having a direct or indirect ownership interest in Borrower violates the covenant covenants governing the placing of secondary financing pursuant to Sections 4.11(a)(ix), 7.1(m) or 8.1(g) of the Loan Agreement (except as permitted by Section 7.4 of the Loan Agreement), (b) any Borrower, Guarantor Borrower or any Person having a direct or indirect ownership interest in Borrower or Guarantor violates the covenants covenant restricting Dispositions (other than Permitted Dispositions) pursuant to Article VII of the Loan Agreement,(cAgreement, (c) any of the Borrower Parties files a petition in bankruptcy or for the appointment of a receiver, or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ obligations, (d) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiverreceiver (other than a filing instituted by Lender), or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from Borrower’s breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion in an involuntary bankruptcy proceeding filed against any of the Borrower Parties which is not dismissed within one hundred twenty eighty (120180) days after the filing of same, (e) there is filed against any Borrower any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (f) in the event any Borrower Parties or any affiliate Affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of Lender’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (g) Borrower commits a material violation of Section 4.11 of the Loan Agreement which is a contributing factor in the substantive consolidation of Borrower with another entity. Lender’s rights under this Guaranty are in addition to all rights of Lender under the Security Instrument and the Loan Documents, and payments by Guarantor under this Guaranty shall not reduce the obligations and liabilities of Borrower under the Note, the Loan Agreement, the Security Instrument or the other Loan Documents; provided, however, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from Guarantor. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 above.

Full Recourse Liability. Borrower and Guarantor shall be personallybecome personally liable, fully jointly and completely liable severally, for the payment entire amount of the Note Loan (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (a) any Borrower, Guarantor, Borrower or any Person having a direct or indirect ownership interest in Borrower violates the covenant governing the placing of secondary financing pursuant to Sections 4.11(a)(ix), 7.1(m) or 8.1(g) of the Loan this Agreement (except as permitted by Section 7.4 of this Agreement), (b) any Borrower, Guarantor Borrower or any Person having a direct or indirect ownership interest in Borrower or Guarantor violates the covenants covenant restricting Dispositions (other than Permitted Dispositions) pursuant to Article VII of the Loan Agreement,(cthis Agreement, (c) any of the Borrower Parties files a petition in bankruptcy or for the appointment of a receiverreceiver (other than a receiver appointed at the written request of Lender) , or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ obligations, (d) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiverreceiver (other than a filing instituted by Lender), or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from Borrower’s breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion in an involuntary bankruptcy proceeding filed against any of the Borrower Parties which is not dismissed within one hundred twenty eighty (120180) days after the filing of same, (e) there is filed against any Borrower any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (f) in the event any Borrower Parties or any affiliate Affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of Lender’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (g) Borrower commits a material violation of Section 4.11 of the Loan this Agreement which is a contributing factor in the substantive consolidation of Borrower with another entity. Notwithstanding the foregoing, Borrower shall not have any liability pursuant to this Section 10.2 if Borrower can prove that any acts or omissions that would have created liability hereunder were caused by (or resulted from) the fraud, willful misconduct or gross negligence of Lender’s rights under this Guaranty are , in addition each case as determined by a court of competent jurisdiction in a final, non-appealable judgment. Notwithstanding anything to all rights the contrary contained herein or in any of Lender under the Security Instrument and the other Loan Documents, and payments by other than with respect to the Guarantor under this the Guaranty shall not reduce the obligations Agreement and liabilities of Borrower under the Note, the Loan Indemnity Agreement, no Exculpated Party shall have any personal liability for, nor be joined as a party to, any action with respect to (i) the Security Instrument payment of any sum which is or may be payable under this Agreement or the other Loan Documents; provided, howeveror (ii) the performance or discharge of any covenants, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from Guarantor. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 aboveundertakings of Borrower.

Full Recourse Liability. Borrower and Guarantor shall be personallybecome personally liable, fully jointly and completely liable severally, for the payment entire amount of the Note Loan (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (a) any Borrower, Guarantor, Borrower or any Person having a direct or indirect ownership interest in Borrower Guarantor violates the covenant governing the placing of secondary financing pursuant to Sections 4.11(a)(ix), 7.1(m) or 8.1(g) of the Loan this Agreement, (b) any Borrower, Guarantor or any Person having a direct or indirect ownership interest in Borrower or Guarantor violates the covenants covenant restricting transfers of interests in the Property, or Dispositions pursuant to Article VII or changes in ownership or Controlling Interest of Borrower in violation of the Loan Agreement,(cDocuments, (c) any of the Borrower Parties or Guarantor files a petition in bankruptcy or for the appointment of a receiver, or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ or Guarantor’s relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ or Guarantor’s obligations, (d) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiver, or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from Borrower’s breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion Guarantor colludes in an involuntary bankruptcy proceeding filed against any of the Borrower Parties or Guarantor which is not dismissed within one hundred twenty ninety (12090) days after the filing of same, (e) there is filed against any Borrower which is not released within ninety (90) days after filing, any claim by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (f) in the event any Borrower Parties or Guarantor or any affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of Lender’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (g) Borrower commits or its assets are substantively consolidated with or into any other entity or such entity’s estate in bankruptcy and a material violation of Section 4.11 of the Loan this Agreement which is was a contributing factor in the substantive consolidation of Borrower with another entitysuch consolidation. Lender’s rights under this Guaranty are in addition to all rights of Lender under the Security Instrument and the Flats at Carrs Hill 54 Loan Documents, and payments by Guarantor under this Guaranty shall not reduce the obligations and liabilities of Borrower under the Note, the Loan Agreement, the Security Instrument or the other Loan Documents; provided, however, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from GuarantorNo. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 above.00-1103560

Full Recourse Liability. Borrower and Guarantor shall be personallybecome personally liable, fully jointly and completely liable severally, for the payment entire amount of the Note Loan (including all principal, interest and other charges associated therewith) and performance under the Loan Documents in the event that: (aA) any Borrower, Guarantor, or any Person having a direct or indirect ownership interest in Borrower violates the covenant governing the placing of secondary financing pursuant to Sections 4.11(a)(ix), 7.1(m7.1(k) or 8.1(g) of the Loan this Agreement, (bB) any Borrower, Guarantor or any Person having a direct or indirect ownership interest in Borrower or Guarantor violates the covenants covenant restricting Dispositions pursuant to Article VII of the this Agreement, (C) Borrower or Guarantor The Flats at Carrs Hill, Athens, Georgia Loan Agreement,(c) any of the Borrower Parties No. 00-1102522 files a petition in bankruptcy or for the appointment of a receiver, or commences under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ its relief or for the compromise, extension, arrangement or adjustment of Borrower Parties’ its obligations, (dD) there is filed against any of the Borrower Parties a petition in bankruptcy or for the appointment of a receiver, or there is commenced under any bankruptcy or insolvency law, proceedings for any Borrower Parties’ relief, or for the compromise, extension, arrangement or adjustment of any of the Borrower Parties’ obligations resulting from Borrower’s breach of the Loan Documents which is not dismissed within one hundred twenty (120) days after the filing of same (excluding any actions brought by Lender) or any of the Borrower Parties collusion colludes in an involuntary bankruptcy proceeding filed against any of the Borrower Parties or Guarantor which is not dismissed within one hundred twenty ninety (12090) days after the filing of same, (eE) there is filed against any Borrower any claim claim, which is not released within 90 days after filing, by reason of the operation of federal bankruptcy, state insolvency or similar creditors’ rights laws that is based on (i) the Loan being deemed a fraudulent conveyance or fraudulent transfer; or (ii) the Loan being deemed a preferential transfer, (fF) in the event any Borrower Parties or any affiliate thereof challenges or disputes the validity or enforceability of any of the provisions of the Loan Documents following a Material Default, seeks to delay or impair the enforcement of Lender’s remedial rights under the Loan Documents following a Material Default under the Loan Documents, or challenges the validity, enforceability or first priority of the liens and security interests securing payment of amounts owing or payable under the terms of the Loan Documents (unless prior to such challenge Borrower has either commenced turning over all revenue (including any security deposits) from the Property or Borrower has cooperated with the appointment of a receiver to preserve and protect the Property during the pendency of such challenge), or (gG) Borrower commits or its assets are substantively consolidated with or into any other entity or such entity’s estate in bankruptcy as a result of a material violation of Section 4.11 of the Loan Agreement which is a contributing factor in the substantive consolidation of Borrower with another entity. Lender’s rights under this Guaranty are in addition to all rights of Lender under the Security Instrument and the Loan Documents, and payments by Guarantor under this Guaranty shall not reduce the obligations and liabilities of Borrower under the Note, the Loan Agreement, the Security Instrument or the other Loan Documents; provided, however, this shall not be construed to permit Lender to collect from Borrower for the same obligations or liabilities for which Lender has already received payment from Guarantor. The term “Guaranteed Obligations” shall refer to those obligations set forth in Section 1 and Section 2 above.