Limited Recourse and Non-Petition in Favour of Albion Capital Corporation S Sample Clauses

Limited Recourse and Non-Petition in Favour of Albion Capital Corporation S. A. (a) Each Transaction Party (other than Albion Capital Corporation S.A., "Albion") agrees that it shall not institute against, or join any person in instituting against, Albion any bankruptcy, examinership, reorganization, arrangement, insolvency or liquidation proceeding, or other proceeding under any bankruptcy or similar law of any jurisdiction, for two (2) years and one day after (i) the latest maturing commercial paper note of any series (as set out in the Commercial Paper Documents (as defined below) of Albion) or (ii) the latest maturing medium term note of Albion, if any, is paid in full. (b) The obligations of Albion under each Transaction Document are solely the corporate obligations of Albion and are payable solely to the extent of available funds pursuant to the Commercial Paper Documents (as defined below). No recourse shall be had for the payment of any amount owing by Xxxxxx under any Transaction Document or for the payment by Xxxxxx of any fee in respect hereof or any other obligation or claim of or against Albion arising out of or based upon any Transaction Document, against any employee, director, officer, member, manager or affiliate of Albion; provided, however, that the foregoing shall not relieve any such person or entity of any liability they might have as a result of fraudulent acts or omissions committed by them. Each Transaction Party agrees that Xxxxxx shall be liable for any claims that it may have against Albion only to the extent that Albion has funds available for such purpose in accordance with the commercial paper programme documents in respect of its USD 10,000,000,000 asset-backed commercial paper notes issuance programme ("Commercial Paper Documents") and that, to the extent that any such claims remain unpaid after the application of such funds in accordance with the Commercial Paper Documents such claims shall be extinguished.
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Related to Limited Recourse and Non-Petition in Favour of Albion Capital Corporation S

  • Limited Recourse Notwithstanding any other provision of this Agreement, the Notes or the Indenture, the obligations of the Issuer hereunder and thereunder are limited-recourse obligations of the Issuer. Such obligations are non-recourse to the Issuer, its assets and its property other than the Collateral, and are payable solely from the Collateral, subject to any prior security interests therein, and following realization of the Collateral, any claims of any party hereto under this Agreement, the Notes or the Indenture (other than the Issuer) shall be extinguished and shall not thereafter be reinstated. No recourse shall be had against any principal, director, officer, employee, beneficiary, shareholder, partner, member, trustee, agent or affiliate of the Issuer or any person owning, directly or indirectly, any legal or beneficial interest in the Issuer, or any successors or assigns of any of the foregoing (the “Exculpated Parties”) for the payment of any amounts payable hereunder or thereunder. No party hereto (other than the Issuer) shall enforce the liability and obligation of the Issuer to perform and observe the obligations contained in this Agreement, the Notes and the other Transaction Documents to which the Issuer is a party by any action or proceeding wherein a money judgment establishing any personal liability shall be sought against the Issuer, subject to the following sentence, or the Exculpated Parties. It is understood that the foregoing provisions of this Section 5.13 shall not (i) prevent recourse to the Collateral for the sums due or to become due under any security, instrument or agreement which is part of the Collateral, (ii) constitute a waiver, release or discharge of any indebtedness or obligation of the Issuer under the Notes, or secured by the Indenture, until the Collateral has been realized, whereupon any such outstanding indebtedness or obligation shall be extinguished, (iii) limit the right of any Person to name the Issuer as a party defendant in any action or suit or in the exercise of any other remedy under this Agreement and the other Transaction Documents, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against the Issuer, (iv) impair the right of any party hereto (other than the Issuer) to obtain the appointment of a receiver or (v) constitute a waiver of any right which any party hereto (other than the Issuer) may have under any applicable insolvency laws to file a claim for the full amount of the indebtedness or obligations secured by the Indenture or to require that the Collateral shall continue to secure all of the indebtedness or obligations owing to the Noteholders in accordance with the Notes and the Transaction Documents to which the Issuer is a party.

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