Common use of Non-Recourse Obligation Clause in Contracts

Non-Recourse Obligation. Notwithstanding anything to the contrary contained in this Agreement, the obligations of WFSRC under Section 3.04(a) are solely the corporate obligations of WFSRC, and shall be payable by WFSRC, solely as provided in Section 3.04(a). WFSRC shall only be required to pay (a) any fees, expenses, indemnities or other liabilities that it may incur under Section 3.04(a) (i) from funds available pursuant to, and in accordance with, the payment priorities set forth in Section 5.05 of the Sale and Servicing Agreement and (ii) to the extent WFSRC has additional funds available (other than funds described in the preceding clause (i)) that would be in excess of amounts that would be necessary to pay the debt and other obligations of WFSRC incurred in accordance with WFSRC's certificate of incorporation and all financing documents to which WFSRC is a party and (b) any expenses, indemnities or other liabilities that it may incur under Section 3.04(a) (i) from funds available pursuant to, and in accordance with, the payment priorities set forth in Section 5.05 of the Sale and Servicing Agreement and (ii) only to the extent it receives additional funds designated for such purposes or to the extent it has additional funds available (other than funds described in the preceding clause (i)) that would be in excess of amounts that would be necessary to pay the debt and other obligations of WFSRC incurred in accordance with WFSRC's certificate of incorporation and all financing documents to which WFSRC is a party. In addition, no amount owing by WFSRC hereunder in excess of the liabilities that it is required to pay in accordance with the preceding sentence shall constitute a "claim" (as defined in Section 101(5) of the Bankruptcy Code) against it. No recourse shall be had for the payment of any amount owing hereunder or for the payment of any fee hereunder or any other obligation of, or claim against, WFSRC arising out of or based upon Section 3.04(a), against any stockholder, employee, officer, agent, director or authorized person of WFSRC or Affiliate thereof; provided, however, that the foregoing shall not relieve any such person or entity of any liability they might otherwise have as a result of fraudulent actions or omissions taken by them.

Non-Recourse Obligation. Notwithstanding anything to the contrary contained in this Agreement, the obligations of WFSRC WFSRC2 under Section 3.04(a) are solely the corporate obligations of WFSRCWFSRC2, and shall be payable by WFSRCWFSRC2, solely as provided in this Section 3.04(a)3.05. WFSRC WFSRC2 shall only be required to pay (a) any fees, expenses, indemnities or other liabilities that it may incur under Section 3.04(a) (i) from funds available pursuant to, and in accordance with, the payment priorities set forth in Section 5.05 of the Sale and Servicing Agreement and (ii) to the extent WFSRC WFSRC2 has additional funds available (other than funds described in the preceding clause (i)) that would be in excess of amounts that would be necessary to pay the debt and other obligations of WFSRC WFSRC2 incurred in accordance with WFSRCWFSRC2's certificate of incorporation and all financing documents to which WFSRC WFSRC2 is a party and (b) any expenses, indemnities or other liabilities that it may incur under Section 3.04(a) (i) from funds available pursuant to, and in accordance with, the payment priorities set forth in Section 5.05 of the Sale and Servicing Agreement and (ii) only to the extent it receives additional funds designated for such purposes or to the extent it has additional funds available (other than funds described in the preceding clause (i)) that would be in excess of amounts that would be necessary to pay the debt and other obligations of WFSRC WFSRC2 incurred in accordance with WFSRCWFSRC2's certificate of incorporation and all financing documents to which WFSRC WFSRC2 is a party. In addition, no amount owing by WFSRC WFSRC2 hereunder in excess of the liabilities that it is required to pay in accordance with the preceding sentence shall constitute a "claim" (as defined in Section 101(5) of the Bankruptcy Code) against it. No recourse shall be had for the payment of any amount owing hereunder or for the payment of any fee hereunder or any other obligation of, or claim against, WFSRC WFSRC2 arising out of or based upon Section 3.04(a), against any stockholder, employee, officer, agent, director or authorized person of WFSRC WFSRC2 or Affiliate thereof; provided, however, that the foregoing shall not relieve any such person or entity of any liability they might otherwise have as a result of fraudulent actions or omissions taken by them.