Common use of No Recourse Against Non-Parties Clause in Contracts

No Recourse Against Non-Parties. All claims or causes of action (whether in contract or in tort, in law or in equity) that may be based upon, arise out of, be connected with or relate in any manner to this Agreement, or the negotiation, execution or performance of this Agreement or (including any representation or warranty made in or in connection with this Agreement or as an inducement to enter into this Agreement), may be made only against the Persons expressly identified as Parties. No Person, including any director, officer, employee, incorporator, member, partner, stockholder, Affiliate, agent, attorney or Representative of any named party to this Agreement who is not otherwise a party to this Agreement (“Non-Party Affiliates”), shall have any Liability (whether in contract or in tort, in law or in equity, or based upon any theory that seeks to impose Liability of an entity party against its owners or Affiliates) for any obligations or Liabilities arising under, out of, in connection with or related in any manner to this Agreement or for any claim based on, in respect of, or by reason of this Agreement or their negotiation or execution; and the Parties waive and release all such Liabilities against any such Non-Party Affiliates. Without limiting the foregoing, (a) the Parties hereby waive and release any and all rights, claims, demands or causes of action that may otherwise be available at law or in equity to avoid or disregard the entity form of a party, whether based on theories of agency, control, instrumentality, alter ego, domination, sham, single business enterprise, piercing the veil, unfairness, undercapitalization or otherwise; and (b) the Parties disclaim any reliance upon any Non-Party Affiliates with respect to any representation or warranty made in or in connection with this Agreement; all such representations being made solely by the named parties to, and being expressly limited by the exclusive remedies provided in, this Agreement.

No Recourse Against Non-Parties. All claims or causes of action (whether in contract or in tort, in law or in equity) that may be based upon, arise out of, be connected with or relate in any manner to this Agreement, or the negotiation, execution or performance of this Agreement or (including any representation or warranty made in or in connection with this Agreement or as an inducement to enter into this Agreement), may be made only against the Persons expressly identified as Parties. No Person, including any director, officer, employee, incorporator, member, partner, stockholder, Affiliate, agent, attorney or Representative of any named party to this Agreement who is not otherwise a party to this Agreement (“Non-Party Affiliates”), shall have any Liability Actions (whether in contract or in tort, in law or in equity, or granted by statute) that may be based upon upon, in respect of, arise under, out or by reason of, be connected with, or relate in any theory manner to this Agreement, or the negotiation, execution, or performance of this Agreement (including any representation or warranty made in, in connection with, or as an inducement to, this Agreement), may be made only against (and are those solely of) the Persons that seeks are expressly identified as parties to impose Liability this Agreement (the “Contracting Parties”). No Person that is not a Contracting Party, including without limitation any Affiliate of an entity party against its owners any Contracting Party (other than a Contracting Party) or Affiliatesany Representative of any Contracting Party or any Affiliate thereof (in each case, other than a Contracting Party) (such Persons, collectively, “Non-parties”), shall have any liability (whether in contract or in tort, in law or in equity, or granted by statute) for any obligations or Liabilities Losses arising under, out of, in connection with with, or related in any manner to this Agreement or for any claim based on, in respect of, or by reason of this Agreement or their negotiation its negotiation, execution, performance, or executionbreach; and, to the maximum extent permitted by Law, each Contracting Party hereby waives and the Parties waive and release releases all such Liabilities Losses against any such Non-Party Affiliatesparties. Without limiting the foregoing, to the maximum extent permitted by Law, (a) the Parties each Contracting Party hereby waive waives and release releases any and all rights, claims, demands or causes of action Actions that may otherwise be available at law Law or in equity equity, or granted by statute, to avoid or disregard the entity form of a partyContracting Party or otherwise impose liability of a Contracting Party on any Non-parties, whether granted by statute or based on theories of equity, agency, control, instrumentality, alter ego, domination, sham, single business enterprise, piercing the veil, unfairness, undercapitalization undercapitalization, or otherwise; and (b) the Parties disclaim each Contracting Party disclaims any reliance upon any Non-Party Affiliates parties with respect to the performance of this Agreement or any representation or warranty made in or in, in connection with this Agreement; all such representations being made solely by the named parties towith, and being expressly limited by the exclusive remedies provided in, or as an inducement to this Agreement.

No Recourse Against Non-Parties. All claims or causes of action (whether in contract or in tort, in law or in equity) that may be based upon, arise out of, be connected with or relate in any manner to this AgreementAgreement or any Transaction Document, or the negotiation, execution or performance of this Agreement or (including any representation representation, warranty or warranty omission made in or in connection with this Agreement or any other Transaction Document or as an inducement to enter into this AgreementAgreement or any Transaction Document), may be made only against the Persons entities or individuals that are expressly identified as Partiesparties hereto. No PersonPerson who is not a named party to this Agreement or applicable Transaction Document, including any director, manager, officer, employee, incorporator, memberdirect or indirect equity holder, partner, stockholder, Affiliateaffiliate, agent, attorney or Representative of any named party to this Agreement who is not otherwise a party to this Agreement (“Non-Party Affiliates”), shall have any Liability liability (whether in contract or in tort, in law or in equity, or based upon any theory that seeks to impose Liability liability of an entity party against its owners or Affiliatesaffiliates) for any obligations or Liabilities liabilities arising under, out of, in connection with or related in any manner to this Agreement or for any claim (whether for breach of contract, tort or otherwise) based on, in respect of, or by reason of this Agreement Agreement, any Transaction Document or their the negotiation or executionexecution of any of the foregoing; and the Parties waive each party hereto (on behalf of itself and release its respective Indemnitees and affiliates) hereby irrevocably waives and releases all such Liabilities liabilities against any such Non-Party Affiliates. Without limiting the foregoing, (a) the Parties each party hereto hereby waive irrevocably waives (on behalf of itself and release its respective Indemnitees and affiliates) and releases any and all rights, claims, demands claims or causes of action (whether for breach of contract, tort of otherwise) that may otherwise be available at law or in equity to avoid or disregard the entity form of a party, whether based on theories of agency, control, instrumentality, alter ego, domination, sham, single business enterprise, piercing the veil, unfairness, undercapitalization undercapitalization, or otherwise; and (b) the Parties disclaim each party hereto disclaims any reliance upon any Non-Party Affiliates with respect to any representation representation, warranty or warranty omission made in or in connection with this Agreement, any Transaction Document or the Contemplated Transactions; all such representations representations, warranties and omissions being made solely by the named parties to, and being expressly limited by the exclusive remedies provided in, this Agreement.