Common use of No Personal Liability; Termination Clause in Contracts

No Personal Liability; Termination. Except as may otherwise specifically be provided in the Lease Indenture or in the Participation Agreement, all payments to be made in respect of the Debt Service Reserve Letter of Credit, the DSR Notes or under this Agreement shall be made only from the Indenture Estate, and the Owner Lessor shall have no obligation for the payment thereof except to the extent that there shall be sufficient income or proceeds from the Indenture Estate to make such payments in accordance with the terms of Section 3 of the Lease Indenture, and the Owner Participant shall not have any obligation for payments in respect of the Debt Service Letter of Credit, the DSR Notes or under this Agreement. The Issuing Bank, the Agent and each Bank hereby each agree that it will look solely to the income and proceeds from the Indenture Estate to the extent available for distribution to the Issuing Bank, the Agent or such Bank, as the case may be, as herein provided and that, except as expressly provided in the Lease Indenture or the Participation Agreement, (x) none of the Owner Participant, the Owner Manager, the Security Agent or the Lease Indenture Trustee, or any Affiliate of any thereof, shall be personally liable to the Issuing Bank, the Agent or such Bank for any amounts payable hereunder, under such DSR Note or for any performance to be rendered under this Agreement, any DSR Note or any other Letter of Credit Document or for any liability under this Agreement, any DSR Note or any other Letter of Credit Document, and (y) such amounts shall be non-recourse to the assets of each of the Owner Participant, the Security Agent, the Owner Manager or the Lease Indenture Trustee, or any Affiliate of any thereof. Nothing contained in this Section 7.2 limiting the liability of the Owner Lessor shall derogate from the right of the Issuing Bank, the Agent or the Banks to proceed against the Indenture Estate in accordance with the Lease Indenture to secure and enforce all payments and obligations due hereunder and under the DSR Notes. In furtherance of the foregoing, to the fullest extent permitted by law, the Issuing Bank, the Agent and each Bank (and each assignee of such Person), by their acceptance thereof agrees, as a condition to its being secured under the Lease Indenture, that neither they nor the Lease Indenture Trustee will exercise any statutory right to negate the agreements set forth in this Section 7.2. Nothing herein contained shall be interpreted as affecting the representations, warranties or agreements of the Owner Lessor expressly set forth in the Participation Agreement or the Lessor LLC Agreement or this Agreement. The Issuing Bank, the Agent and each Bank acknowledge and agree that this Agreement (and the DSR Notes) shall terminate and shall be of no further force or effect upon the termination of the Lease Indenture in accordance with the proviso to Section 12.1 thereof (including upon any sale or other final disposition by the Security Agent of all property constituting part of the Indenture Estate and the final distribution by the Security Agent of all moneys or other property or proceeds constituting part of the Indenture Estate in accordance with the terms thereof).

Appears in 1 contract

Samples: Credit and Reimbursement Agreement (Eme Homer City Generation Lp)

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No Personal Liability; Termination. Except as may otherwise specifically be provided in the Lease Indenture or in the Participation Agreement, all payments to be made in respect of the Debt Service Reserve Letter of Credit, the DSR Notes or under this Agreement shall be made only from the Indenture Estate, and the Owner Lessor shall have no obligation for the payment thereof except to the extent that there shall be sufficient income or proceeds from the Indenture Estate to make such payments in accordance with the terms of Section 3 of the Lease Indenture, and the Owner Participant shall not have any obligation for payments in respect of the Debt Service Letter of Credit, the DSR Notes or under this Agreement. The Issuing Bank, the Agent Agent, and each Bank hereby each agree that it will look solely to the income and proceeds from the Indenture Estate to the extent available for distribution to the Issuing Bank, the Agent or such Bank, as the case may be, as herein provided and that, except as expressly provided in the Lease Indenture or the Participation Agreement, (x) none of the Owner Participant, the Owner ManagerTrust Company, the Security Agent Agent, or the Lease Indenture Trustee, or any Affiliate of any thereof, shall be personally liable to the Issuing Bank, the Agent or such Bank for any amounts payable hereunder, under such DSR Note or for any performance to be rendered under this Agreement, any DSR Note or any other Letter of Credit Indenture Estate Document or for any liability under this Agreement, any DSR Note or any other Letter of Credit Indenture Estate Document, and (y) such amounts shall be non-recourse to the assets of each of the Owner Participant, the Security Agent, the Owner Manager Trust Company or the Lease Indenture Trustee, or any Affiliate of any thereof. Nothing contained in this Section SECTION 7.2 limiting the liability of the Owner Lessor shall derogate from the right of the Issuing Bank, the Agent or the Banks to proceed against the Indenture Estate in accordance with the Lease Indenture to secure and enforce all payments and obligations due hereunder and under the DSR Notes. In furtherance of the foregoing, to the fullest extent permitted by law, the Issuing Bank, the Agent and each Bank (and each assignee of such Person), by their acceptance thereof agrees, as a condition to its being secured under the Lease Indenture, that neither they nor the Lease Indenture Trustee will exercise any statutory right to negate the agreements set forth in this Section SECTION 7.2. Nothing herein contained shall be interpreted as affecting the representations, warranties or agreements of the Owner Lessor expressly made set forth in the Participation Agreement or the Lessor LLC Agreement or this Agreement. The Issuing Bank, the Agent and each Bank acknowledge and agree that this Agreement (and the DSR Notes) shall terminate and shall be of no further force or effect upon the termination of the Lease Indenture in accordance with the proviso to Section 12.1 thereof (including including, without limitation, upon any sale or other final disposition by the Security Agent of all property constituting part of the Indenture Estate and the final distribution by the Security Agent of all moneys or other property or proceeds constituting part of the Indenture Estate in accordance with the terms thereof).

Appears in 1 contract

Samples: Reimbursement Agreement (Eme Homer City Generation Lp)

No Personal Liability; Termination. Except as may otherwise specifically be provided in the Lease Indenture or in the Participation Agreement, all payments to be made in respect of the Debt Service Reserve Letter of Credit, the DSR Notes or under this Agreement shall be made only from the Indenture Estate, and the Owner Lessor shall have no obligation for the payment thereof except to the extent that there shall be sufficient income or proceeds from the Indenture Estate to make such payments in accordance with the terms of Section 3 of the Lease Indenture, and the Owner Participant shall not have any obligation for payments in respect of the Debt Service Letter of Credit, the DSR Notes or under this Agreement. The Issuing Bank, the Agent Agent, and each Bank hereby each agree that it will look solely to the income and proceeds from the Indenture Estate to the extent available for distribution to the Issuing Bank, the Agent or such Bank, as the case may be, as herein provided and that, except as expressly provided in the Lease Indenture or the Participation Agreement, (x) none of the Owner Participant, the Owner ManagerTrust Company, the Security Agent Agent, or the Lease Indenture Trustee, or any Affiliate of any thereof, shall be personally liable to the Issuing Bank, the Agent or such Bank for any amounts payable hereunder, under such DSR Note or for any performance to be rendered under this Agreement, any DSR Note or any other Letter of Credit Indenture Estate Document or for any liability under this Agreement, any DSR Note or any other Letter of Credit Indenture Estate Document, and (y) such amounts shall be non-recourse to the assets of each of the Owner Participant, the Security Agent, the Owner Manager Trust Company or the Lease Indenture Trustee, or any Affiliate of any thereof. Nothing contained in this Section 7.2 limiting the liability of the Owner Lessor shall derogate from the right of the Issuing Bank, the Agent or the Banks to proceed against the Indenture Estate in accordance with the Lease Indenture to secure and enforce all payments and obligations due hereunder and under the DSR Notes. In furtherance of the foregoing, to the fullest extent permitted by law, the Issuing Bank, the Agent and each Bank (and each assignee of such Person), by their acceptance thereof agrees, as a condition to its being secured under the Lease Indenture, that neither they nor the Lease Indenture Trustee will exercise any statutory right to negate the agreements set forth in this Section 7.2. Nothing herein contained shall be interpreted as affecting the representations, warranties or agreements of the Owner Lessor expressly made set forth in the Participation Agreement or the Lessor LLC Agreement or this Agreement. The Issuing Bank, the Agent and each Bank acknowledge and agree that this Agreement (and the DSR Notes) shall terminate and shall be of no further force or effect upon the termination of the Lease Indenture in accordance with the proviso to Section 12.1 thereof (including upon any sale or other final disposition by the Security Agent of all property constituting part of the Indenture Estate and the final distribution by the Security Agent of all moneys or other property or proceeds constituting part of the Indenture Estate in accordance with the terms thereof).

Appears in 1 contract

Samples: And Reimbursement Agreement (Eme Homer City Generation Lp)

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No Personal Liability; Termination. Except as may otherwise specifically be provided in the Lease Indenture or in the Participation Agreement, all payments to be made in respect of the Debt Service Reserve Letter of Credit, the DSR Notes or under this Agreement shall be made only from the Indenture Estate, and the Owner Lessor shall have no obligation for the payment thereof except to the extent that there shall be sufficient income or proceeds from the Indenture Estate to make such payments in accordance with the terms of Section 3 of the Lease Indenture, and the Owner Participant shall not have any obligation for payments in respect of the Debt Service Letter of Credit, the DSR Notes or under this Agreement. The Issuing Bank, the Agent Agent, and each Bank hereby each agree that it will look solely to the income and proceeds from the Indenture Estate to the extent available for distribution to the Issuing Bank, the Agent or such Bank, as the case may be, as herein provided and that, except as expressly provided in the Lease Indenture or the Participation Agreement, (x) none of the Owner Participant, the Owner ManagerTrust Company, the Security Agent Agent, or the Lease Indenture Trustee, or any Affiliate of any thereof, shall be personally liable to the Issuing Bank, the Agent or such Bank for any amounts payable hereunder, under such DSR Note or for any performance to be rendered under this Agreement, any DSR Note or any other Letter of Credit Indenture Estate Document or for any liability under this Agreement, any DSR Note or any other Letter of Credit Indenture Estate Document, and (y) such amounts shall be non-recourse to the assets of each of the Owner Participant, the Security Agent, the Owner Manager Trust Company or the Lease Indenture Trustee, or any Affiliate of any thereof. Nothing contained in this Section 7.2 limiting the liability of the Owner Lessor shall derogate from the right of the Issuing Bank, the Agent or the Banks to proceed against the Indenture Estate in accordance with the Lease Indenture to secure and enforce all payments and obligations due hereunder and under the DSR Notes. In furtherance of the foregoing, to the fullest extent permitted by law, the Issuing Bank, the Agent and each Bank (and each assignee of such Person), by their acceptance thereof agrees, as a condition to its being secured under the Lease Indenture, that neither they nor the Lease Indenture Trustee will exercise any statutory right to negate the agreements set forth in this Section 7.2. Nothing herein contained shall be interpreted as affecting the representations, warranties or agreements of the Owner Lessor expressly made set forth in the Participation Agreement or the Lessor LLC Agreement or this Agreement. The Issuing Bank, the Agent and each Bank acknowledge and agree that this Agreement (and the DSR Notes) shall terminate and shall be of no further force or effect upon the termination of the Lease Indenture in accordance with the proviso to Section 12.1 thereof (including including, without limitation, upon any sale or other final disposition by the Security Agent of all property constituting part of the Indenture Estate and the final distribution by the Security Agent of all moneys or other property or proceeds constituting part of the Indenture Estate in accordance with the terms thereof).

Appears in 1 contract

Samples: And Reimbursement Agreement (Eme Homer City Generation Lp)

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