No Recourse; Multiple Capacities Clause Samples
The "No Recourse; Multiple Capacities" clause limits the parties' ability to seek remedies or claims against individuals or entities acting in more than one capacity under the agreement. In practice, this means that if a person is involved in the contract both as an agent and in a personal capacity, claims can only be made against them in the specific role relevant to the issue at hand, not in any other capacity. This clause is designed to protect individuals and entities from being held liable beyond their intended responsibilities, thereby clarifying liability and reducing the risk of unintended legal exposure.
No Recourse; Multiple Capacities. (a) Wherever in this Agreement or the other Loan Documents JPMorgan has undertaken any obligations in its capacity as Trustee, it has done so solely in such capacity and not in its individual capacity. JPMorgan shall not be liable for the obligations or liabilities of the Trustee hereunder or under any other Loan Document, except to the extent such obligations or liabilities result from JPMorgan’s gross negligence or willful misconduct.
(b) Each party to this Agreement (i) acknowledges that JPMorgan, in addition to acting in its capacity as Trustee, will be party to the Loan Documents in various other capacities, including in its capacity as Administrative Agent, Collateral Agent, Issuing Bank and a Lender, (ii) hereby consents to JPMorgan’s acting in such capacities and (iii) hereby waives any claim of fiduciary duty or conflict of interest arising out of or relating to JPMorgan’s serving in such other capacities.
No Recourse; Multiple Capacities. (a) Wherever in this Agreement or the other Loan Documents BONY has undertaken any obligations in its capacity as Trustee, it has done so solely in such capacity and not in its individual capacity. Notwithstanding any other provision of this Agreement, BONY shall not be personally liable for the obligations or liabilities of the Trustee hereunder or under any other Loan Document, except to the extent such obligations or liabilities result from BONY’s gross negligence or willful misconduct.
(b) Each party to this Agreement acknowledges that Section 6.1 of the Trust Agreement imposes limitations on the liability of BONY in its capacity as Trustee.
No Recourse; Multiple Capacities. (a) Wherever in this Agreement or the other Loan Documents BONY has undertaken any obligations in its capacity as Trustee, it has done so solely in such capacity and not in its individual capacity. Notwithstanding any other provision of this Agreement, BONY, in its individual capacity, shall not be personally liable for the obligations or liabilities of the Trustee hereunder or under any other Loan Document and no party hereto or to any other Loan Document, or any Affiliate thereof, shall commence any action or proceeding, or make any claim, or shall join with or authorize any other Person to commence any action or proceeding or make any claim, against BONY in its individual capacity under or in connection with this Agreement or any other Loan Document. Each of the parties hereto acknowledges and agrees that no provision contained herein or in any other Loan Document provides for any recourse by the Administrative Agent, the Issuing Bank or any Lender against the Trustee other than to the Trust Estate.
(b) Each party to this Agreement acknowledges that Section 6.1 of the Trust Agreement imposes limitations on the liability of BONY in its capacity as Trustee; provided, however, that notwithstanding any provision to the contrary contained in Section 6.1 of the Trust Agreement, the sole recourse against the Trustee for any claim by the Administrative Agent, the Issuing Bank or any Lender under this Agreement and the other Loan Documents shall be to the Trust Estate.
No Recourse; Multiple Capacities. Wherever in this Agreement or the other Loan Documents BONY has undertaken any obligations in its capacity as Trustee, it has done so solely in such capacity and not in its individual capacity. Notwithstanding any other provision of this Agreement, BONY, in its individual capacity, shall not be personally liable for the obligations or liabilities of the Trustee hereunder or under any other Loan Document and no party hereto or to any other Loan Document, or any Affiliate thereof, shall commence any action or proceeding, or make any claim, or shall join with or authorize any other Person to commence any action or proceeding or make any claim, against BONY in its individual capacity under or in connection with this Agreement or any other Loan Document. Each of the parties hereto acknowledges and agrees that no provision contained herein or in any other Loan Document provides for any recourse by the Administrative Agent, any Issuing Bank or any Lender against the Trustee other than to the Trust Estate.