Common use of Limitations on Recourse Clause in Contracts

Limitations on Recourse. The parties hereto agree that Bank shall ----------------------- have no personal liability whatsoever to Construction Agent or its successors and assigns for any claim based on or in respect of this Agreement or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that Bank shall be liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 of the Participation Agreement or from the failure of Bank to perform its covenants and agreements set forth in Section 6.2(a) of the Participation Agreement, or (c) for any Tax based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of Bank to Construction Agent are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it has received payment from others; (iii) all such personal liability of Bank hereunder or under the other Operative Documents is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by Bank; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee under the Trust Agreement.

Limitations on Recourse. The parties hereto agree that Bank the Lessor shall ----------------------- have no personal liability whatsoever to Construction Agent the Lessee or its respective successors and assigns for any claim based on or in respect of this Agreement Lease or any of the other Operative Documents Agreements or arising in any way from the transactions contemplated hereby or thereby; provided, however, that Bank the Lessor shall be personally liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds)negligence, (b) for liabilities that may result from the incorrectness its breach of any representation of its covenants, agreements or warranty expressly made by it in its individual capacity in Section 4.3 of the Participation Agreement or from the failure of Bank to perform its covenants and agreements obligations set forth in Section 6.2(a) or from any misrepresentation of Lessor in any of the Participation AgreementOperative Agreements, or (c) for any Tax based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee the Lessor as contemplated by the Operative DocumentsAgreements or (d) as the other Operative Agreements expressly provide that the Lessor shall have personal liability. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank the Lessor shall have no personal liability under any of the Operative Documents Agreements as a result of acting pursuant to and consistent with any of the Operative DocumentsAgreements; (ii) all obligations of Bank the Lessor to Construction Agent the Lessee are solely nonrecourse obligations (with liability payable and shall be enforceable solely out against the interest of the Trust Estate) except to Lessor in the extent that it has received payment from othersProperties; and (iii) all such personal liability of Bank hereunder or under the other Operative Documents Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents Agreements by Bank; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee under the Trust AgreementLessor.

Limitations on Recourse. The parties hereto agree that Bank the Lessor ----------------------- shall ----------------------- have no personal liability whatsoever to Construction Agent the Lessee or its respective successors and assigns for any claim based on or in respect of this Agreement Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that Bank the Lessor shall be -------- ------- liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 8.1 of the Participation Agreement or from the failure of Bank the Lessor to perform its covenants and agreements set forth in Section 6.2(a10.4(a) of the Participation Agreement, or (c) for any Tax Taxes based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of Bank the Lessor to Construction Agent the Lessee are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it has received payment from othersothers and are enforceable solely against the Lessor's interest in the Property; and (iii) all such personal liability of Bank hereunder or under the other Operative Documents Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by Bank; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee under the Trust AgreementLessor.

Limitations on Recourse. The parties hereto agree that Bank Bank, in its individual capacity shall ----------------------- have no personal liability whatsoever to Construction Agent or its respective successors and assigns for any claim based on or in respect of this Agreement or any of the other Operative Documents Agreements or arising in any way from the transactions contemplated hereby or thereby; provided, however, that Bank shall be liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 of the Participation Agreement or from the failure of Bank to perform its covenants and agreements set forth in Section 6.2(a) of the Participation Agreement, 7.3 or (c) for any Tax Taxes based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee as contemplated by the Operative DocumentsAgreements. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank shall have no personal liability under any of the Operative Documents Agreements as a result of acting pursuant to and 109 Construction Agency Agreement consistent with any of the Operative DocumentsAgreements; (ii) all obligations of Bank to Construction Agent are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it Bank has received payment from othersothers and are enforceable solely against Owner Trust's interest in the Property; (iii) all such personal liability of Bank hereunder or under the other Operative Documents is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents Agreements by BankOwner Trust; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate the Trustee of Owner Trust under the Trust Agreement.

Limitations on Recourse. The parties hereto agree that Bank Wilmington Trust Company, in its individual capacity (in such capacity, "Bank") shall ----------------------- have no personal liability whatsoever to Construction Agent the Lessee or its respective successors and assigns for any claim based on or in respect of this Agreement Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that the Bank shall be liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 8.1 of the Participation Agreement or from the failure of Bank to perform its covenants and agreements set forth in Section 6.2(a) of the Participation Agreement, or (c) for any Tax Taxes based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Bank shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of the Bank to Construction Agent the Lessee are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it has received payment from othersothers and are enforceable solely against the Lessor's interest in the Property; (iii) all such personal liability of the Bank hereunder or under the other Operative Documents is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by Bankthe Lessor; and (iv) this Agreement Lease is executed and delivered by the Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee the Lessor under the Trust Agreement.

Limitations on Recourse. The parties hereto agree that Bank the Lessor shall ----------------------- have no personal liability whatsoever to Construction Agent the Lessee or its respective successors and assigns for any claim based on or in respect of this Agreement Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that Bank the Lessor shall be -------- ------- liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 8.1 of the Participation Agreement or from the failure of Bank the Lessor to perform its covenants and agreements set forth in Section 6.2(a) 10.3 of the Participation Agreement, or (c) for any Tax Taxes based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of Bank the Lessor to Construction Agent the Lessee are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it has received payment from othersothers and are enforceable solely against the Lessor's interest in the Property; and (iii) all such personal liability of Bank hereunder or under the other Operative Documents Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by Bank; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee under the Trust AgreementLessor.

Limitations on Recourse. The parties hereto agree that Bank the Lessor shall ----------------------- have no personal liability whatsoever to Construction Agent the Lessee or its respective successors and assigns for any claim based on or in respect of this Agreement Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; providedPROVIDED, howeverHOWEVER, that Bank the Lessor shall be liable in -------- ------- its individual capacity (a) for its own fraud, willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 8.1 of the Participation Agreement or from the failure of Bank the Lessor to perform its covenants and agreements set forth in Section 6.2(a) 10.3 of the Participation Agreement, or and (c) for any Tax Taxes based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of Bank the Lessor to Construction Agent the Lessee are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it has received payment from othersothers and are enforceable solely against the Lessor's interest in the Property; and (iii) all such personal liability of Bank hereunder or under the other Operative Documents Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by Bank; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee under the Trust AgreementLessor.

Limitations on Recourse. The parties hereto agree that Bank the Lessor shall ----------------------- have no personal liability whatsoever to Construction Agent the Lessee or its respective successors and assigns for any claim based on or in respect of this Agreement Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that Bank the Lessor shall be liable in -------- ------- its individual capacity (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from the incorrectness of any representation or warranty expressly made by it in its individual capacity in Section 4.3 7.1 of the Participation Agreement or from the failure of Bank the Lessor to perform its covenants and agreements set forth in Section 6.2(a) 10.3 of the Participation Agreement, or and (c) for any Tax Taxes based on or measured by any fees, commission or compensation received by it for acting as Certificate Trustee the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) Bank the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of Bank the Lessor to Construction Agent the Lessee are solely nonrecourse obligations (with liability payable solely out of the Trust Estate) except to the extent that it has received payment from othersothers and are enforceable solely against the Lessor's interest in the Property; and (iii) all such personal liability of Bank hereunder or under the other Operative Documents Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by Bank; and (iv) this Agreement is executed and delivered by Bank solely in the exercise of the powers expressly conferred upon it as Certificate Trustee under the Trust Agreement.Lessor. 31.8