Common use of Limited Liability of Investors Clause in Contracts

Limited Liability of Investors. Except with respect to any expenses and direct or actual losses (as opposed to Consequential Damages) arising from any Managing Entity’s intentional misrepresentation hereunder, fraud, bad faith or willful misapplication of proceeds in contravention of this Credit Agreement, for which there shall be full recourse to such Managing Entity, none of the Investors, including the Managing Entities, shall have any personal, partnership, corporate or trust liability for the payment or performance of the Obligations. Nothing contained in this Section 12.17 or in any of the other provisions of the Loan Documents, or other reports, financial statements, notices or certificates delivered in connection herewith and therewith, shall be construed to limit, restrict, or impede the obligations, the liabilities, and indebtedness of any Borrower Party, or of any Investor to make its Capital Contributions to a Borrower in accordance with the terms of the applicable Governing Agreement and its Subscription Agreement. Notwithstanding anything contained in this Section 12.17, the payment and performance of the Obligations shall be fully recourse to Borrower Parties (but not the Managing Entities, except as expressly provided herein) and their respective properties and assets.

Limited Liability of Investors. Except with respect to any expenses and direct or actual losses (as opposed to Consequential Damages) arising from any Managing Entity’s intentional misrepresentation hereunder, fraud, bad faith or willful misapplication of proceeds in contravention of this Credit Agreement, for which there shall be full recourse to such Managing Entity, none of the Investors, including the Managing Entities, shall have any personal, partnership, corporate or trust liability for the 4839-3568-8659 v.44820-4713-6753 v.6 139 payment or performance of the Obligations. Nothing contained in this Section 12.17 or in any of the other provisions of the Loan Documents, or other reports, financial statements, notices or certificates delivered in connection herewith and therewith, shall be construed to limit, restrict, or impede the obligations, the liabilities, and indebtedness of any Borrower Party, or of any Investor to make its Capital Contributions to a Borrower in accordance with the terms of the applicable Governing Agreement and its Subscription Agreement. Notwithstanding anything contained in this Section 12.17, the payment and performance of the Obligations shall be fully recourse to Borrower Parties (but not the Managing Entities, except as expressly provided herein) and their respective properties and assets.