Common use of No Petition; Limited Recourse Clause in Contracts

No Petition; Limited Recourse. Notwithstanding any other provision of this Agreement, the Seller covenants and agrees that it shall not, prior to the date which is one year and one day (or, if longer, any applicable preference period plus one day) after termination of this agreement pursuant to Section 10.02 hereof or, if any securities are issued in connection with a Securitization Transaction, for at least one year and one day (or, if longer, any applicable preference period plus one day) after the latest maturing security is paid in full, institute against, or join any other Person in instituting against, the Purchaser, the Depositor, the Issuing Entity, the Trustee or the Master Servicer, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding, or any similar proceeding under any federal or state bankruptcy or similar law; provided that nothing in this provision shall preclude, or be deemed to stop, the Seller (a) from taking any action prior to the expiration of the aforementioned one year and one day period in (i) any case or proceeding voluntarily filed or commenced by the Purchaser or (ii) any involuntary insolvency proceeding filed or commenced against the Purchaser by a Person other than the Seller, or (b) from commencing against the Purchaser or the Mortgaged Loans any legal action which is not a bankruptcy, reorganization, arrangement, insolvency or a liquidation proceeding. In addition, no recourse shall be had for any amounts payable or any other obligations arising under this Agreement and any other agreement entered into in connection with a Reconstitution against any officer, member, director, employee, partner or security holder of the Seller or the Purchaser or any of their respective successors or assigns. The provisions of this Section 11.24 shall survive the termination of this Agreement.

No Petition; Limited Recourse. Notwithstanding any other provision of this Agreement, the Seller (a) The Initial Purchaser covenants and agrees that it shall notthat, prior to the date which that is one year and one day (or, if longer, any applicable or such longer preference period plus one day) after termination of this agreement pursuant to Section 10.02 hereof or, if any securities are issued as shall then be in connection with a Securitization Transaction, for at least one year and one day (or, if longer, any applicable preference period effect plus one day) after the latest maturing security is paid payment in fullfull of each Class of Notes, it will not institute against, against the Issuer or join any other Person in instituting against, against the Purchaser, the Depositor, the Issuing Entity, the Trustee or the Master Servicer, Issuer any bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding, proceedings or other similar proceedings under the laws of the United States or any similar proceeding under any federal or state bankruptcy or similar law; provided that nothing in this provision shall preclude, or be deemed to stop, the Seller (a) from taking any action prior to the expiration of the aforementioned one year and one day period in (i) any case or proceeding voluntarily filed or commenced by the Purchaser or (ii) any involuntary insolvency proceeding filed or commenced against the Purchaser by a Person other than the Seller, or United States. (b) Notwithstanding anything to the contrary herein, the obligations of the Issuer hereunder are limited recourse obligations of the Issuer payable solely from commencing the Assets securing the Secured Notes, and following the exhaustion of such Assets, any claims of the Initial Purchaser hereunder against the Issuer shall be extinguished and shall not thereafter revive. All payments by the Issuer to the Initial Purchaser or hereunder shall be made subject to and in accordance with the Mortgaged Loans any legal action which is not a bankruptcy, reorganization, arrangement, insolvency or a liquidation proceeding. In addition, no Priority of Payments set forth in Section 11.1(a) of the Indenture. (c) No recourse shall be had for any amounts payable or any other obligations arising under this Agreement and any other agreement entered into in connection with a Reconstitution against any officerparent company, shareholder, incorporator, partner, member, directormanager, authorized representative, officer, employee, partner personnel or security holder director of the Seller Issuer by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise, it being expressly agreed and understood that the Purchaser agreements of the Issuer contained in this Agreement are solely obligations of the Issuer, and that no personal liability whatsoever shall attach to or be incurred by any shareholder, incorporator, partner, member, manager, authorized representative, officer, employee, personnel or director of the Issuer or any of their respective successors them, under or assigns. The provisions by reason of any of the obligations, covenants or agreements of the Issuer contained in this Agreement. (d) This Section 11.24 shall 16 will survive the termination of this Agreement.