Common use of Non-Recourse Liability Clause in Contracts

Non-Recourse Liability. Satisfaction of the Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the Partnership, other than the Partnership (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the Partnership, or breach of any representation or warranty made hereunder or thereunder by the Partnership, shall be against the Partnership and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership are obligations solely of the Partnership and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership the validity of any Credit Document, as applicable, prevent the taking of any action permitted by law against the Partnership or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.

Non-Recourse Liability. Satisfaction of the Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the PartnershipCompany, other than the Partnership Company (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership Company or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the PartnershipCompany, or breach of any representation or warranty made hereunder or thereunder by the PartnershipCompany, shall be against the Partnership Company and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership Company are obligations solely of the Partnership Company and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership Company the validity of any DSR Note, or any other Credit Document, as applicable, prevent the taking of any action permitted by law against the Partnership Company or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership Company or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.

Non-Recourse Liability. Satisfaction of the Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the PartnershipCompany, other than the Partnership Company (each a "NONNon-RECOURSE PARTYRecourse Party"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership Company or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the PartnershipCompany, or breach of any representation or warranty made hereunder or thereunder by the PartnershipCompany, shall be against the Partnership Company and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership are obligations solely of the Partnership Company and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDEDprovided, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership Company the validity of any CP LOC Loan Note, or any other Credit DocumentDocuments, as applicable, prevent the taking of any action permitted by law against the Partnership Company or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership Company or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.

Non-Recourse Liability. Satisfaction of the Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the PartnershipCompany, other than the Partnership Company (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership Company or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the PartnershipCompany, or breach of any representation or warranty made hereunder or thereunder by the PartnershipCompany, shall be against the Partnership Company and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership are obligations solely of the Partnership Company and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership Company the validity of any PPA LOC Loan Note, or any other Credit DocumentDocuments, as applicable, prevent the taking of any action permitted by law against the Partnership Company or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership Company or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.

Non-Recourse Liability. Satisfaction of the Secured Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the PartnershipGrantor, other than the Partnership Grantor (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership Grantor or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent Grantee and the Banks Senior Parties hereunder or under any other Transaction Document or for the performance of any obligation of the PartnershipGrantor, or breach of any representation or warranty made hereunder or thereunder by the PartnershipGrantor, shall be against the Partnership Grantor and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership Grantor are obligations solely of the Partnership Grantor and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 SECTION 8.18 shall (i) impair in respect of the Partnership Grantor the validity of any Credit Document, as applicableof the Financing Documents, prevent the taking of any action permitted by law against the Partnership Grantor or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks Senior Parties to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership Grantor or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.

Non-Recourse Liability. Satisfaction (a) Subject to the qualifications in paragraph (b) below, the Lender Group shall not enforce the liability and obligations of Borrowers to perform and observe the obligations contained in this Agreement or any other Loan Document, by any action or proceeding wherein a money judgment shall be sought against Borrowers, and Borrowers shall have no personal liability for the payment or performance of any of their obligations under any Loan Documents except that the Lender Group may bring a foreclosure action, or any other appropriate action or proceeding to enable the Lender Group to enforce and realize upon the Collateral or the Letter of Credit, or any other collateral granted to or held by the Lender Group, and the interests of Borrowers in the Collateral, the Letter of Credit and such other collateral; provided, however, that, except as specifically provided herein, any judgment in any such action or proceeding shall be enforceable against Borrowers only to the extent of each Borrower's respective interest in the Collateral, the Letter of Credit and in any other collateral granted to or held by the Lender Group. The Lender Group agrees that it shall not sue for, seek or demand any deficiency judgment against any Bxxxower in any such action or proceeding, under or by reason of or in connection with this Agreement or the other Loan Documents. Nothing herein shall be deemed to be a waiver of any right which the Lender Group may have under Sections 506(a), 506(b), 1111(b) or any other provisions of the Bankruptcy Code to file a claim for the full amount of the Obligations secured by this Agreement or to require that all Collateral shall be had solely from continue to secure all of the Collateral. Notwithstanding any provision Obligations owing to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the Partnership, other than the Partnership (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the Partnership, or breach of any representation or warranty made hereunder or thereunder by the Partnership, shall be against the Partnership and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership are obligations solely of the Partnership and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership the validity of any Credit Document, as applicable, prevent the taking of any action permitted by law against the Partnership or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party Lender Group in accordance with this Agreement and the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a partyLoan Documents.

Non-Recourse Liability. Satisfaction of the Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the Partnership, Borrower other than the Partnership Borrower (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership Borrower, or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the Partnershipsuch party, or breach of any representation or warranty made hereunder or thereunder by the Partnershipsuch party, shall be against the Partnership such party and its assets, it being expressly understood by the Senior Parties Parties, that such obligations of the Partnership each party are obligations solely of the Partnership such entity and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 8.7 shall (i) impair in respect of the Partnership Borrower the validity of any Credit Document, as applicablethe Notes, prevent the taking of any action permitted by law against the Partnership Borrower or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership Borrower or any of its AffiliatesAffiliate thereof, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.

Non-Recourse Liability. Satisfaction (a) Subject to the qualifications in paragraph (b) below, the Lender Group shall not enforce the liability and obligations of Borrowers to perform and observe the obligations contained in this Agreement or any other Loan Document, by any action or proceeding wherein a money judgment shall be sought against Borrowers, and Borrowers shall have no personal liability for the payment or performance of any of their obligations under any Loan Documents except that the Lender Group may bring a foreclosure action, or any other appropriate action or proceeding to enable the Lender Group to enforce and realize upon the Collateral or the Letter of Credit, or any other collateral granted to or held by the Lender Group, and the interests of Borrowers in the Collateral, the Letter of Credit and such other collateral; provided, however, that, except as specifically provided herein, any judgment in any such action or proceeding shall be enforceable against Borrowers only to the extent of each Borrower's respective interest in the Collateral, the Letter of Credit and in any other collateral granted to or held by the Lender Group. The Lender Group agrees that it shall not xxx for, seek or demand any deficiency judgment against any Borrower in any such action or proceeding, under or by reason of or in connection with this Agreement or the other Loan Documents. Nothing herein shall be deemed to be a waiver of any right which the Lender Group may have under Sections 506(a), 506(b), 1111(b) or any other provisions of the Bankruptcy Code to file a claim for the full amount of the Obligations secured by this Agreement or to require that all Collateral shall be had solely from continue to secure all of the Collateral. Notwithstanding any provision Obligations owing to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the Partnership, other than the Partnership (each a "NON-RECOURSE PARTY"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the Partnership, or breach of any representation or warranty made hereunder or thereunder by the Partnership, shall be against the Partnership and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership are obligations solely of the Partnership and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDED, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership the validity of any Credit Document, as applicable, prevent the taking of any action permitted by law against the Partnership or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party Lender Group in accordance with this Agreement and the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a partyLoan Documents.

Non-Recourse Liability. Satisfaction of the Obligations shall be had solely from the Collateral. Notwithstanding any provision to the contrary in the Transaction Documents, there shall be no recourse against any Affiliates, partners, stockholders, officers, directors, representatives or employees of the PartnershipCompany, other than the Partnership Company (each a "NONNon-RECOURSE PARTYRecourse Party"), for any payment due hereunder or under any other Financing Document or Security Document from the Partnership Company or for the performance of any obligation of such Non-Recourse Party, or breach of any representation or warranty made by such Non-Recourse Party hereunder or thereunder. The sole recourse of the Agent and the Banks hereunder or under any other Transaction Document or for the performance of any obligation of the PartnershipCompany, or breach of any representation or warranty made hereunder or thereunder by the PartnershipCompany, shall be against the Partnership Company and its assets, it being expressly understood by the Senior Parties that such obligations of the Partnership Company are obligations solely of the Partnership Company and that no such personal liability shall attach to, or be incurred by any Non-Recourse Party; PROVIDEDprovided, that nothing contained in this Section 9.7 shall (i) impair in respect of the Partnership Company the validity of any DSR Note, or any other Credit Document, as applicable, prevent the taking of any action permitted by law against the Partnership Company or any of its Affiliates, or in any way affect or impair the rights of the Agent and the Banks to take any action permitted by law, in either case to realize upon the Collateral, (ii) be deemed to release the Partnership Company or any of its Affiliates, or any past, present or future shareholder, partner, officer, employee, director or agent of any thereof, from liability for its fraudulent actions, fraudulent misrepresentations, gross negligence or willful misconduct or (iii) limit or affect the obligations and liabilities of any Non-Recourse Party in accordance with the terms of any other Transaction Document creating such obligations and liabilities to which such Non-Recourse Party is a party.