Limited Recourse; Non-Petition. Party A agrees that the obligations of Party B hereunder are limited recourse obligations payable solely from the assets of Party B, and due to the extent funds are available for the payment thereof in accordance with the priority of payments described in the Pooling and Servicing Agreement. Party A agrees that it will not, prior to the date which is at least one year and one day or, if longer, the then applicable preference period following the payment in full of all the Certificates issued pursuant to the Pooling and Servicing Agreement and the expiration of all applicable preference periods under Title 11 of the United States Code or other applicable law relating to any such payment, acquiesce, petition or otherwise invoke or cause Party B to invoke the process of any governmental authority for the purpose of commencing or sustaining a case (whether voluntary or involuntary) against Party B under any bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of Party B or any substantial part of its property or ordering the winding-up or liquidation of the affairs of Party B. Nothing contained herein shall prohibit Party A from submitting a claim, or proof of claim, in any proceeding or process instituted by or against Party B by any person other than Party A or its Affiliates. Party A and Party B agree that this Part 5(p) shall survive the termination of this Agreement for any reason whatsoever.
Limited Recourse; Non-Petition. (a) Each of the Collateral Manager and each Secured Party acknowledges that the Borrower is a special purpose entity and that none of the directors, officers, incorporators, shareholders, partners, members, managers, agents or employees of the Borrower (including, without limitation, any Equityholder and any Affiliate thereof) shall be personally liable for any of the obligations of the Borrower under this Agreement. The Borrower’s sole source of funds for payment of all amounts due hereunder shall be the Collateral, and, upon application of the proceeds of the Collateral and its reduction to zero in accordance with the terms and under the circumstances described herein, all obligations of and all claims against the Borrower under this Agreement, any Note or under any other Facility Document shall extinguish and shall not thereafter revive. No recourse shall be had for the payment of any amount owing in respect of the Advances against the Equityholder, the Collateral Manager or any Affiliate, shareholder, partner, manager, officer, director, employee or member of the Borrower, the Equityholder or the Collateral Manager or their respective successors or assigns or, except as specifically set forth in this Agreement (including, but not limited to Section 13.04(c)) and in the other Facility Documents, for any other amounts payable in respect of the Obligations or the Facility Documents.
(b) Each of the Collateral Manager and each Secured Party hereby agrees not to institute against, or join, cooperate with or encourage any other Person in instituting against, the Borrower any bankruptcy, reorganization, receivership, arrangement, insolvency, moratorium or liquidation proceeding or other proceeding under federal or state bankruptcy or similar laws until at least one year and one day, or, if longer, the applicable preference period then in effect plus one day, after the payment in full of all outstanding Obligations and the termination of all Individual Lender Maximum Funding Amounts; provided that nothing in this Section 13.17 shall preclude, or be deemed to prevent, any Secured Party (a) from taking any action prior to the expiration of the aforementioned one year and one day period, or, if longer, the applicable preference period then in effect, in (i) any case or proceeding voluntarily filed or commenced by the Borrower or (ii) any involuntary insolvency proceeding filed or commenced against the Borrower by a Person other than any such Secured Party, or (b)...
Limited Recourse; Non-Petition. The liability of Party B in relation to this Agreement and any Confirmation hereunder is limited in recourse to assets in the Supplemental Interest Trust and payments of interest proceeds and principal proceeds thereon applied in accordance with the terms of the PSA. Upon application of all of the assets in the Supplemental Interest Trust (and proceeds thereon) in accordance with the PSA, Party A shall not be entitled to take any further steps against Party B to recover any sums due but still unpaid hereunder or thereunder, all claims in respect of which shall be extinguished.
Limited Recourse; Non-Petition. The liability of the Counterparty in relation to the Form Master Agreement and any Confirmation hereunder is limited in recourse to assets in the Trust Fund (as defined in the Grantor Trust Agreement) and payments of interest proceeds and principal proceeds thereon applied in accordance with the terms of the Grantor Trust Agreement. Upon application of all of the assets in the Trust Fund (and proceeds thereon) in accordance with the Grantor Trust Agreement, Bear Xxxxxxx shall not be entitled to take any further steps against the Counterparty to recover any sums due but still unpaid hereunder or thereunder, all claims in respect of which shall be extinguished.
Limited Recourse; Non-Petition. The parties hereto agree to the provisions set forth in Sections 2.8(i), 5.4(e) and 13.1(b) of the Indenture, and such provisions are incorporated in this Supplemental Indenture, mutatis mutandis.
Limited Recourse; Non-Petition. 17.1 No recourse under any obligation, covenant or agreement of the Issuer contained in these presents shall be made against any shareholder, officer or director of the Issuer as such, by the enforcement of any assignment or by any proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that these presents are a corporate obligation of the Issuer and no liability shall attach to, or be incurred by, the shareholders, officers, agents, or directors of the Issuer as such, or any of them, under or by reason of any of the obligations, covenants and agreements of the Issuer contained in these presents, or implied therefrom, and that any and all personal liability for breach by the Issuer of any of such obligations, covenants or agreements, either at law or by statute or certification, of every such shareholder, officer, agent or director is hereby expressly waived by the Issuer as a condition of any consideration for the execution of these presents.
17.2 After realisation of the Security created under this Deed and distribution of the net proceeds thereof in accordance with this Deed neither the Expenses Loan Provider nor the Swap Counterparty may take any further steps against the Issuer or any of its assets and all claims of the Expenses Loan Provider and the Swap Counterparty under the Expenses Loan Agreement and the Swap Agreements respectively against the Issuer in respect of any sum unpaid shall be extinguished.
17.3 Each of the Expenses Loan Provider and the Swap Counterparty hereby agrees with the Note Trustee that, subject to the proviso to this sub-clause:
(i) it shall not be entitled to take, and shall not take, any steps whatsoever to enforce the Security created by Clause 3, or to direct the Note Trustee to do so; and
(ii) it shall not be entitled to take, and shall not take, any steps (including the exercise of any right of set-off but not including the presentation of a petition for an administration order in relation to the Issuer) for the purpose of recovering any of the Secured Amounts owing to it or any other debts whatsoever owing to it by the Issuer or procuring the administration, winding-up, examination or liquidation of the Issuer or the making of a court protection order or the presentation of a petition for an administration order in relation to the Issuer in respect of any of its liabilities whatsoever, Provided that:
(i) if the Note Trustee, having become bound to do so, fails to serve an Enforcemen...
Limited Recourse; Non-Petition. The liability of Party B in relation to this Agreement and any Confirmation hereunder is limited in recourse to assets in the Trust and payments of interest proceeds and principal proceeds thereon applied in accordance with the terms of the Trust Agreement. Upon application of all of the assets in the Trust (and proceeds thereon) in accordance with the Trust Agreement, Party A shall not be entitled to take any further steps against Party B to recover any sums due but still unpaid hereunder or thereunder, all claims in respect of which shall be extinguished. Party A hereby agrees that, notwithstanding any provision of this agreement to the contrary, Party B's obligations to pay any amounts owing under Section 6(e) of this Agreement where Party A is either the Defaulting Party or the sole Affected Party shall be subject to the payment priority described at Section 4. 01. of the Trust Agreement and Party A's right to receive payment of such amounts shall be subject to the payment priority described at Section 4.01 of the Trust Agreement.
Limited Recourse; Non-Petition. The provisions of Section 10.11 of the Credit Agreement are incorporated herein mutatis mutandis.
Limited Recourse; Non-Petition. 6.1 Each Transaction Party agrees with the Loan Note Issuer and the Security Trustee to be bound by the terms of the Security Trust Deed and any related Supplemental Security Trust Deed (and in particular that no amount shall be payable by the Loan Note Issuer to it unless and until all amounts required by the relevant Priority of Payments and the other provisions of the Security Trust Deed and any Supplemental Security Trust Deed to be paid or provided for in priority to that amount have been paid or provided for in full).
6.2 Each Transaction Party agrees that only the Security Trustee may enforce the security created by the Security Trust Deed and any Supplemental Security Trust Deed and that the Transaction Party (apart from the Bank of New York) shall not take any steps for the purpose of recovering any of the amounts owing to it by the Receivables Trustee or the Loan Note Issuer (as the case may be) or enforcing any rights arising under or in connection with any of the Transaction Documents against the Receivables Trustee or the Loan Note Issuer (as the case may be) or procuring the winding-up, administration or liquidation of the Receivables Trustee or the Loan Note Issuer (as the case may be) or any similar insolvency procedure in any applicable jurisdiction in respect of any of its liabilities.
6.3 If the resources available to the Receivables Trustee or the Loan Note Issuer (as the case may be) at any time are insufficient to pay any liability in full, after payment of all other liabilities ranking in priority to it in accordance with the provisions of the Security Trust Deed and any Supplemental Security Trust Deed, the Transaction Party to which that liability is owed shall have no further claim against the Receivables Trustee or the Loan Note Issuer (as the case may be) at that time in respect of that unpaid amount and shall not then exercise any remedies against the Receivables Trustee or the Loan Note Issuer (as the case may be) in respect of that unpaid amount and the Receivables Trustee or the Loan Note Issuer (as the case may be) shall not have any further obligation with respect to that unpaid amount until and to the extent that it has sufficient resources to pay it in accordance with this Clause 6.
6.4 Each Transaction Party (save for the Bank of New York) agrees with the Receivables Trustee and the Loan Note Issuer and the Security Trustee that if, whether in the liquidation of the Receivables Trustee or the Loan Note Issuer (as the ca...
Limited Recourse; Non-Petition. Each party to this Agreement hereby acknowledges and agrees that all obligations of the Borrower arising out of or in connection herewith shall constitute limited recourse obligations of the Borrower, payable solely from the Borrower’s assets. Upon realization of the Borrower’s assets and their reduction to zero, all unpaid or unsatisfied claims against the Borrower arising out of or in connection herewith shall be deemed to be extinguished and shall not thereafter revive. No party shall have any claim for any shortfall upon realization of the Borrower’s assets and their reduction to zero. Furthermore, each of UBS and MCG agrees not to petition or join in any petition for the winding up of the Borrower (or any analogous procedure having the effect of a winding up) in any jurisdiction for the then applicable preference period in the relevant jurisdiction plus one day.
