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

Limited Recourse and Non-Petition. 30.1 Each Agent, Majid Al Futtaim Properties, the Guarantor and the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any amount whatsoever shall be made by MAF Sukuk Ltd. or any of its agents on its behalf except to the extent funds are available therefor from the Trust Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunder, whether for the payment of any fee or other amount hereunder or any other obligation or claim arising out of or based upon this Agreement, against MAF Sukuk Ltd. to the extent the Trust Assets have been exhausted following which all obligations of MAF Sukuk Ltd. shall be extinguished; (b) prior to the date which is one year and one day after the date on which all amounts owing by MAF Sukuk Ltd. under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other person in instituting against, MAF Sukuk Ltd. any bankruptcy, reorganisation, arrangement or liquidation proceedings or other proceedings under any bankruptcy or similar law; and (c) no recourse (whether by institution or enforcement of any legal proceeding or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of MAF Sukuk Ltd. arising under or in connection with this Agreement by virtue of any law, statute or otherwise shall be had against any shareholder, officer, director or corporate administrator of MAF Sukuk Ltd. in their capacity as such and any and all personal liability of every such officer or director in their capacity as such for any breaches by MAF Sukuk Ltd. of any such duty, obligation or undertaking is hereby expressly waived and excluded to the extent permitted by law. The provisions of this Clause 30.1 will survive the termination of this Agreement. 30.2 None of the Agents, Majid Al Futtaim Properties, the Guarantor or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to MAF Sukuk Ltd. or claim any lien or other rights over any property held by it on behalf of MAF Sukuk Ltd.

Limited Recourse and Non-Petition. 30.1 Each Agent, Majid Al Futtaim PropertiesNotwithstanding any other provision of this Agreement or any other document to which it may be a party, the Guarantor obligations of each IP Party from time to time and at any time hereunder are limited recourse obligations of such IP Party and are payable solely from its assets available at such time and amounts derived therefrom and following realization of its assets, and application of the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment proceeds thereof in accordance with this Agreement, all obligations of and any amount whatsoever remaining claims against such IP Party hereunder or in connection herewith after such realization shall be made by MAF Sukuk Ltd. or any of its agents on its behalf except to the extent funds are available therefor from the Trust Assets extinguished and further agrees that no shall not thereafter revive. No recourse shall be had for the payment against any officer, director, employee, shareholder, administrator or incorporator of any amount owing IP Party or their respective successors or assigns for any amounts payable hereunder, whether for the payment of any fee or other amount hereunder or . Notwithstanding any other obligation or claim arising out provision of or based upon this Agreement, against MAF Sukuk Ltd. to the extent the Trust Assets have been exhausted following which all obligations of MAF Sukuk Ltd. shall be extinguished; (b) no Person may, prior to the date which is one year (or if longer, any applicable preference period) and one day after the date on which discharge of all amounts owing by MAF Sukuk Ltd. under the Transaction Documents to which it is a party have been paid in fullSecured Obligations, it will not institute against, or join with any other person Person in instituting against, MAF Sukuk Ltd. any IP Party any bankruptcy, reorganisationwinding up, arrangement reorganization, restructuring, arrangement, insolvency, moratorium or liquidation proceedings (including provisional liquidation) proceedings, or other proceedings under any bankruptcy Bankruptcy Laws. Nothing in this Section 8.16 shall preclude, or similar law; and be deemed to estop, any Obligor from taking any action prior to the expiration of the aforementioned period in any proceedings under any Bankruptcy Laws filed or commenced by any other non-affiliated Person, or from commencing against any IP Party or any of its properties any legal action which is not a bankruptcy, winding up, reorganization, arrangement, insolvency, moratorium, restructuring or liquidation (cincluding provisional liquidation) no proceedings or any equivalent proceedings. It is understood that the foregoing provisions of this Section 7.05 shall not (A) prevent recourse to the assets of an IP Party for the sums due or to become due under the Transaction Documents or (whether by institution B) constitute a waiver, release or enforcement discharge of any legal proceeding or assessment or otherwise) in respect obligation hereunder until the assets of such IP Party have been realized. It is further understood that the foregoing provisions of this Section 8.16 shall not limit the right of any breaches Person to name an IP Party as a party defendant in any proceeding under any Bankruptcy Laws or in the exercise of any dutyother remedy hereunder, obligation so long as no judgment in the nature of a deficiency judgment or undertaking of MAF Sukuk Ltd. arising under or in connection with this Agreement by virtue of any law, statute or otherwise seeking personal liability shall be had asked for or (if obtained) enforced against any shareholder, officer, director or corporate administrator of MAF Sukuk Ltd. in their capacity as such and any and all personal liability of every such officer or director in their capacity as such for any breaches by MAF Sukuk Ltd. of any such duty, obligation or undertaking is hereby expressly waived and excluded to the extent permitted by lawPerson. The provisions of this Clause 30.1 will Section 8.16 shall survive the termination of this Agreement. 30.2 None of the Agents, Majid Al Futtaim Properties, the Guarantor or the Delegate shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to MAF Sukuk Ltd. or claim any lien or other rights over any property held by it on behalf of MAF Sukuk Ltd.

Limited Recourse and Non-Petition. 30.1 Each AgentIn relation to each Series of Certificates, Majid Al Futtaim Propertieseach of the Agents, the Guarantor Dar Al-Arkan and the Delegate agrees that notwithstanding anything to the contrary contained herein: (a) no payment of any amount whatsoever shall be made by MAF Dar Al-Arkan Sukuk Company Ltd. or any of its shareholders, directors, officers or agents (including any corporate administrator) on its behalf except to the extent funds are available therefor from the Trust Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunder, whether for the payment of any fee or other amount hereunder or any other obligation or claim arising out of or based upon this Agreement, against MAF Dar Al-Arkan Sukuk Company Ltd. to the extent the Trust Assets have been exhausted following which all obligations of MAF Dar Al-Arkan Sukuk Company Ltd. shall be extinguished; (b) prior to the date which is one year and one day after the date on which all amounts owing by MAF Sukuk Ltd. under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other person in instituting against, MAF Dar Al-Arkan Sukuk Company Ltd. any bankruptcy, reorganisation, arrangement or liquidation proceedings or other proceedings under any bankruptcy or similar law; and; (c) no recourse (whether by institution or enforcement of any legal proceeding or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of MAF Dar Al-Arkan Sukuk Company Ltd. arising under or in connection with this Agreement by virtue of any law, statute or otherwise shall be had against any shareholder, officer, director or agent (including any corporate administrator administrator) of MAF Dar Al-Arkan Sukuk Company Ltd. in their capacity as such and any and all personal liability of every such officer shareholder, officer, director or director agent (including any corporate administrator) in their capacity as such for any breaches by MAF Dar Al-Arkan Sukuk Company Ltd. of any such duty, obligation or undertaking is hereby expressly waived and excluded to the extent permitted by law. The provisions of this Clause 30.1 will survive the termination of this Agreement.; and 30.2 None of the Agents, Majid Al Futtaim Properties, the Guarantor or the Delegate (d) it shall not be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or any part thereof with respect to any liability owed by it to MAF Dar Al-Arkan Sukuk Company Ltd. or claim any lien or other rights over any property held by it on behalf of MAF Dar Al-Arkan Sukuk Company Ltd.

Limited Recourse and Non-Petition. 30.1 29.1 Each Agent, Majid Al Futtaim Properties, the Guarantor and the Delegate party to this Agreement agrees that notwithstanding anything to the contrary contained hereinin this Agreement: (a) 29.1.1 no payment of any amount whatsoever under or in connection with this Agreement shall be made by MAF Sukuk Ltd. the Issuer or any of its agents on its behalf except to the extent funds are available therefor from the Trust relevant Lease Certificate Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunderhereunder or under any Transaction Document, whether for the payment of any fee fee, indemnity or other amount owing hereunder or any other obligation or claim arising out of or based upon this AgreementAgreement or other Transaction Document, against MAF Sukuk Ltd. the Issuer, the Representative or any of its respective agents to the extent the Trust relevant Lease Certificate Assets have been exhausted following which all obligations of MAF Sukuk Ltd. the Issuer, Ziraat Katılım (to the extent that it fulfils all of its obligations under the Transaction Documents to which it is a party), the Representative and the Agents and their respective agents or affiliates shall be extinguished; (b) 29.1.2 prior to the date which is one year and one day after the date on which all due amounts owing by MAF Sukuk Ltd. the Issuer under the Transaction Documents to which it is a party have been paid in full, it will not institute against, or join with any other person in instituting against, MAF Sukuk Ltd. the Issuer any bankruptcy, reorganisation, arrangement or liquidation proceedings or other proceedings under any bankruptcy or similar law; and; (c) 29.1.3 no recourse (whether by institution under any obligation, covenant or enforcement of agreement contained in any legal proceeding or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of MAF Sukuk Ltd. arising under or in connection with this Agreement by virtue of any law, statute or otherwise Transaction Document shall be had against any shareholder, officer, agent or director of the Issuer, by the enforcement of any assessment or corporate administrator by any proceeding, by virtue of MAF Sukuk Ltd. in their capacity as such any statute or otherwise. The obligations of the Issuer under these presents and any other Transaction Document to which it is a party are corporate or limited liability obligations of the Issuer and all no personal liability shall attach to or be incurred by the shareholders, members, officers, agents or directors of every such officer the Issuer save in the case of their wilful default or director in their capacity as such for actual fraud; and 29.1.4 it shall not be entitled to claim or exercise any breaches by MAF Sukuk Ltd. right of set-off, counterclaim, abatement or other similar remedy which it might otherwise have, under the laws of any such dutyjurisdiction, obligation in respect of sums due under this Agreement. No collateral is or undertaking is hereby expressly waived and excluded to will be given for the extent permitted payment obligations by law. The provisions of this Clause 30.1 will survive the termination of Issuer under this Agreement. 30.2 None of 29.2 Neither Ziraat Katılım nor the Agents, Majid Al Futtaim Properties, Representative nor the Guarantor or the Delegate Certificateholders shall be entitled to claim or exercise any right of set-off or counterclaim in respect of any sums due under this Agreement or the Conditions or any part thereof with respect to any liability owed by it to MAF Sukuk Ltd. the Issuer or claim any lien or other rights over any property held by it on behalf of MAF Sukuk Ltd.the Issuer.

Limited Recourse and Non-Petition. 30.1 16.1 Each Agent, Majid Al Futtaim Properties, the Guarantor and the Delegate party to this Agreement agrees that notwithstanding anything to the contrary contained hereinin this Agreement: (a) no payment of any amount whatsoever under or in connection with this Agreement shall be made by MAF Sukuk Ltd. the Seller (acting in any capacity), the Representative or any of its agents on its their behalf except to the extent funds are available therefor from the Trust relevant Lease Certificate Assets and further agrees that no recourse shall be had for the payment of any amount owing hereunderhereunder or under any Transaction Document or Murabaha Document, whether for the payment of any fee fee, indemnity or other amount owing hereunder or any other obligation or claim arising out of or based upon this AgreementAgreement or any other Transaction Document or Murabaha Document, against MAF Sukuk Ltd. the Seller (acting in any capacity) (and/or its directors or officers), the Representative or any of their respective agents to the extent the Trust relevant Lease Certificate Assets have been exhausted following which all obligations of MAF Sukuk Ltd. the Issuer, the Representative and their respective agents shall be extinguished; (b) prior to the date which is one year and one day after the date on which all due amounts owing by MAF Sukuk Ltd. the Seller (in any capacity) under the Transaction Documents or the Murabaha Documents to which it is a party have been paid in full, it will not institute against, or join with any other person in instituting against, MAF Sukuk Ltd. the Seller any bankruptcy, reorganisation, arrangement or liquidation proceedings or other proceedings under any bankruptcy or similar law; and; (c) no recourse (whether by institution under any obligation, covenant or enforcement of agreement contained in any legal proceeding Transaction Document or assessment or otherwise) in respect of any breaches of any duty, obligation or undertaking of MAF Sukuk Ltd. arising under or in connection with this Agreement by virtue of any law, statute or otherwise Murabaha Document shall be had against any shareholder, officer, agent or director of the Seller, by the enforcement of any assessment or corporate administrator by any proceeding, by virtue of MAF Sukuk Ltd. in their capacity as such any statute or otherwise. The obligations of the Seller under this Agreement and any other Transaction Document or Murabaha Document to which it is a party are corporate or limited liability obligations of the Seller and all no personal liability of every such officer shall attach to or director in their capacity as such for any breaches be incurred by MAF Sukuk Ltd. of any such dutythe officers, obligation agents or undertaking is hereby expressly waived and excluded to the extent permitted by law. The provisions of this Clause 30.1 will survive the termination of this Agreement. 30.2 None directors of the Agents, Majid Al Futtaim Properties, Seller save in the Guarantor case of their wilful default or the Delegate actual fraud; and (d) it shall not be entitled to claim or exercise any right of set-off off, counterclaim, abatement or counterclaim other similar remedy which it might otherwise have, under the laws of any jurisdiction, in respect of any sums due under this Agreement. No collateral is or will be given for the payment obligations by the Seller under this Agreement. 16.2 The provisions of this Clause 16 shall survive any termination of this Agreement or any part thereof with respect to any liability owed by it to MAF Sukuk Ltd. or claim any lien or other rights over any property held by it on behalf of MAF Sukuk Ltd.Transaction Document.