Common use of Nonrecourse Loan Clause in Contracts

Nonrecourse Loan. Notwithstanding anything to the contrary contained in the Loan Documents, except as set forth in this Section 1.4, Borrower shall have no personal liability under the Loan Documents for the repayment of the Indebtedness or for the performance of any other obligations of Borrower under the Loan Documents, and Xxxxxxx’s only recourse for the satisfaction of the Indebtedness, and the performance of such obligations shall be to exercise its rights and remedies with respect to the Mortgaged Property and any other collateral held by Grantee as security for the Indebtedness. This limitation on Borrower’s liability shall not limit or impair Grantee’s enforcement of its rights against any Guarantor guaranteeing any indebtedness or obligation of Borrower. Xxxxxxxx shall become personally liable to Grantee for the repayment of any portion of the Indebtedness equal to any loss or damage suffered by Grantee as a result of: failure of Borrower to pay to Grantee upon demand after an Event of Default, all rents, revenues and profits from the operation of the Project to which Grantee is entitled under the Mortgage, and the amount of all security deposits collected by Borrower from tenants then in residence; failure of Borrower to apply all insurance proceeds and condemnation proceeds as required by the Mortgage; failure of Borrower to comply with the requirements in the Mortgage relating to the delivery of books and records, statements, schedules and reports; fraud or any written material misrepresentation by Borrower or any officer, agent, director, partner, member or employee of Borrower in connection with the Application, the Loan Documents, or any request by Xxxxxxx; failure to apply rents, revenues and profits, first, to the payment of reasonable operating expenses (other than Property management fees that are not currently payable) and then to Debt Service Amounts due, except that Borrower will not be personally liable (i) to the extent that Borrower lacks the legal right to direct the disbursement of such sums because of a Permanent Loan Mortgage encumbering the Project, or bankruptcy, receivership or similar judicial proceedings, or (ii) with respect to Surplus Cash distributed in any calendar year if Borrower has paid all operating expenses and Debt Service Amounts due for that calendar year; or failure of Borrower to pay all deductibles required under any of the insurance policies required to be maintained under Section 6.3 of this Agreement. Xxxxxxxx shall become personally liable to Grantee for the repayment of all of the Indebtedness due upon the occurrence of any of the following Events of Default: Borrower’s acquisition of any property or operation of any business not permitted by the Mortgage; or a Transfer that is an Event of Default under the Mortgage. To the extent that Xxxxxxxx has personal liability under this Section 1.4, Grantee may exercise its rights against Xxxxxxxx personally without regard to whether Grantee has exercised any rights against the Mortaged Property or any other security, or pursued any rights against any Guarantor, or pursued any other rights available to Grantee under the Loan Documents or applicable law. Notwithstanding the foregoing provisions, one or more Guarantors shall be personally liable to Grantee upon the occurrence of an Event of Default by Borrower, and shall agree to pay to Grantee, or its assigns, on demand, all amounts for which Borrower is personally liable under the Loan Documents, including without limitation Section 1.4(b) and (c). The obligations of each Guarantor shall survive any foreclosure proceeding, any foreclosure sale, any delivery of any deed in lieu of foreclosure, and any release of record of the Mortgage. Grantee may pursue its remedies against any Guarantor without first exhausting its remedies against the Borrower or the Project.

Nonrecourse Loan. Notwithstanding anything to the contrary contained in the Loan Documentsherein, and except as set forth in this Section 1.4provided hereinafter, Borrower shall have no personal liability under for payment of the principal of or the interest on the indebtedness evidenced by the Note, and Lender, by acceptance hereof, agrees not to assert or claim a deficiency or other personal judgment against Borrower for such principal or interest, but rather to look solely to the property covered by the Mortgage and the other Loan Documents (hereinafter collectively called “Security”) for the repayment payment of any such principal and interest. The foregoing shall not be deemed or construed to be a release of the Indebtedness indebtedness evidenced hereby or for the performance of to in any other obligations of Borrower under the Loan Documentsway impair, and Xxxxxxx’s only recourse for the satisfaction of the Indebtedness, and the performance of such obligations shall be to exercise its rights and remedies with respect to the Mortgaged Property and any other collateral held by Grantee as security for the Indebtedness. This limitation on Borrower’s liability shall not limit or impair Grantee’s enforcement of its rights against any Guarantor guaranteeing any indebtedness or obligation of Borrower. Xxxxxxxx shall become personally liable to Grantee for otherwise affect the repayment of any portion of the Indebtedness equal to any loss or damage suffered by Grantee as a result of: failure of Borrower to pay to Grantee upon demand after an Event of DefaultNote, all rentsthis Agreement, revenues and profits from the operation of the Project to which Grantee is entitled under the Mortgage, and or the amount of all security deposits collected by Borrower from tenants then in residence; failure of Borrower to apply all insurance proceeds and condemnation proceeds as required by the Mortgage; failure of Borrower to comply with the requirements in the Mortgage relating to the delivery of books and records, statements, schedules and reports; fraud or any written material misrepresentation by Borrower or any officer, agent, director, partner, member or employee of Borrower in connection with the Application, the other Loan Documents, or any request by Xxxxxxx; failure to apply rents, revenues and profits, first, to liens created thereby on the Security as security for the payment of reasonable operating expenses (the indebtedness evidenced or secured thereby and for the performance of the covenants in the Note, in this Agreement, in the Mortgage or in any other than Property management fees Loan Document contained, or prevent Lender from naming Borrower, its successors and assigns, as a defendant in any action to enforce any remedy for an event of default, so long as no personal or deficiency judgment is sought or entered therein against Borrower, its successors and assigns, for payment of any such principal and/or interest, and except as expressly provided in this Agreement, the Mortgage, or other Loan Documents. However, it is expressly understood and agreed that are not currently payable) and then the aforesaid limitation on liability shall in no way affect, apply to Debt Service Amounts due, except that Borrower will not be personally liable or limit Borrower’s continued personal liability for the reimbursement of Lender for all losses suffered by Lender relating to and/or resulting from (i) to the extent that Borrower lacks the legal right to direct the disbursement of such sums because of a Permanent Loan Mortgage encumbering the Project, fraud or bankruptcy, receivership or similar judicial proceedings, or willful misrepresentation by Borrower; (ii) with respect to Surplus Cash distributed commission of a criminal act resulting in any calendar year if Borrower has paid all operating expenses and Debt Service Amounts due for that calendar year; or failure of Borrower to pay all deductibles required under any of the insurance policies required to be maintained under Section 6.3 of this Agreement. Xxxxxxxx shall become personally liable to Grantee for the repayment of all of the Indebtedness due upon the occurrence forfeiture of any of the following Events Security; (iii) commission or occurrence of Default: Borrower’s acquisition material, physical waste to any of any property the Security; (iv) failure to pay taxes or assessments levied against the Security when due, when and if funds are available from operation of any business not permitted the Security to pay the same; (v) failure to maintain insurance as required by this Agreement and the Mortgage; (vi) uninsured damage to the Security as a result of terrorism; (vii) misapplication of insurance proceeds or condemnation awards; (viii) failure to apply rents or profits collected from the Security subsequent to a Transfer that is an Event of Default default under the Mortgage. To Note, this Agreement, the extent that Xxxxxxxx has personal liability under this Section 1.4, Grantee may exercise its rights against Xxxxxxxx personally without regard to whether Grantee has exercised any rights against Mortgage or the Mortaged Property or any other security, or pursued any rights against any Guarantor, or pursued any other rights available to Grantee under the Loan Documents to the sums secured by the Mortgage or applicable law. Notwithstanding the foregoing provisions, one or more Guarantors shall be personally liable to Grantee upon the occurrence of an Event of Default by Borrower, and shall agree to pay to Grantee, or its assigns, on demand, all amounts for which Borrower is personally liable under the Loan Documents, including without limitation Section 1.4(b) and (c). The obligations of each Guarantor shall survive any foreclosure proceeding, any foreclosure sale, any delivery of any deed in lieu of foreclosure, and any release of record operating expenses of the Mortgage. Grantee may pursue its remedies against any Guarantor without first exhausting its remedies against Security; and/or (ix) breach of the Borrower Borrower’s covenants set forth in this Agreement, the Mortgage or the ProjectIndemnification Agreement relating to any Hazardous Substance (as such term is defined in the Mortgage).

Nonrecourse Loan. Notwithstanding anything Subject to the contrary contained qualifications below in this paragraph, the Borrower shall be liable for payment and performance of all of the obligations, covenants and agreements of the Borrower under the Note, this Instrument, the Assignment of Leases and Rents (herein so-called), dated of even date herewith, executed by Borrower to Lender, the Environmental Indemnity Agreement dated of even date herewith, executed by Borrower and Lender, and all other instruments and documents evidencing, securing or governing the terms of the loan (the "Loan") evidenced by the Note (collectively, the "Loan Documents"), to the full extent (but only to the extent) of all of the Property and any other items, property or amounts which are collateral or security for the Loan. If a default occurs in the Loan Documentstimely and proper payment of any portion of such indebtedness or in the timely performance of any obligations, agreements or covenants, except as set forth below in this Section 1.4paragraph, Borrower shall have no personal liability under the Loan Documents for the repayment neither Borrower, nor any partner of the Indebtedness Borrower, nor any partner, stockholder, director or for the performance officer of any other obligations partner of Borrower under the Loan DocumentsBorrower, and Xxxxxxx’s only recourse for the satisfaction of the Indebtedness, and the performance of such obligations shall be to exercise its rights and remedies with respect to the Mortgaged Property and any other collateral held by Grantee as security for the Indebtedness. This limitation on Borrower’s liability shall not limit or impair Grantee’s enforcement of its rights against any Guarantor guaranteeing any indebtedness or obligation of Borrower. Xxxxxxxx shall become personally liable to Grantee for the repayment of any portion of the Indebtedness equal to principal of, interest on, or prepayment fees or late charges, or other charges or fees due in connection with the Loan, the performance of any loss or damage suffered by Grantee as a result of: failure covenants of Borrower to pay to Grantee upon demand after an Event of Defaultunder the Note, all rents, revenues and profits from the operation this Instrument or any of the Project to other Loan Documents or for any deficiency judgment which Grantee is entitled under Lender may obtain after default by Borrower. Notwithstanding the Mortgageforegoing provisions of this paragraph or any other agreement, the Borrower shall be fully and personally liable for any and all: (1) liabilities, costs, losses, damages, expenses or claims (including, without limitation, any reduction in the amount value of all the Property or any other items, property or amounts which are collateral or security deposits collected for the Loan) suffered or incurred by Borrower from tenants then Lender by reason of or in residence; failure of Borrower to apply all insurance proceeds and condemnation proceeds as required connection with (a) any fraud or misrepresentation by the Mortgage; failure of Borrower to comply with the requirements in the Mortgage relating to the delivery of books and records, statements, schedules and reports; fraud or any written material misrepresentation by Borrower or any officer, agent, director, partner, member or employee of Borrower in connection with the ApplicationLoan, including but not limited to any misrepresentation of the Borrower contained in any Loan DocumentsDocument, or (b) any request by Xxxxxxx; failure to apply rentspay taxes, revenues and profits, first, to the payment of reasonable operating expenses insurance premiums (other than Property management fees that are not currently payable) and then to Debt Service Amounts due, except that Borrower will not be personally liable (i) to the extent that Borrower lacks such taxes and insurance premiums are then held by the legal right to direct Lender), assessments, charges for labor or materials or other charges that can create liens on any portion of the disbursement Property, (c) any misapplication of such sums because (i) proceeds of a Permanent Loan Mortgage encumbering insurance covering any portion of the Project, or bankruptcy, receivership or similar judicial proceedingsProperty, or (ii) proceeds of the sale or condemnation of any portion of the Property, (d) any rentals, income, profits, issues and products received by or on behalf of the Borrower subsequent to the date on which the Lender gives written notice that a default has occurred under the Loan and not applied to the payment of principal or interest due under the Note or the payment of operating expenses (excluding any operator's, manager's or developer's fee paid to the Borrower or any affiliate of the Borrower) of the Property, (e) any failure to maintain, repair or restore the Property in accordance with respect any Loan Document to Surplus Cash distributed the extent not covered by insurance proceeds made available to the Lender, (f) any failure by Borrower to deliver to the Lender all unearned advance rentals and security deposits paid by tenants of the Property received by or on behalf of the Borrower, and not refunded to or forfeited by such tenants, (g) any failure by the Borrower to return to, or reimburse the Lender for, all personality taken from the Property by or on behalf of the Borrower, except in accordance with the provisions of this instrument, and (h) any and all indemnities given by the Borrower to the Lender set forth in the Environmental Indemnity Agreement or any other Loan Document in connection with any environmental matter relating to the Property; and (2) court costs and all attorneys' fees provided for in any calendar year if Borrower has paid all operating expenses and Debt Service Amounts due for that calendar year; Loan Document. Furthermore, no limitation of liability or failure of Borrower recourse provided above in this paragraph shall (x) apply to pay all deductibles required under any of the insurance policies required to be maintained under Section 6.3 of this Agreement. Xxxxxxxx shall become personally liable to Grantee for the repayment of all of the Indebtedness due upon the occurrence of any of the following Events of Default: Borrower’s acquisition of any property or operation of any business not permitted by the Mortgage; or a Transfer that is an Event of Default under the Mortgage. To the extent that Xxxxxxxx has personal liability under this Section 1.4the Lender's rights of recourse to the Property are suspended, Grantee may exercise its rights against Xxxxxxxx personally without regard to whether Grantee has exercised reduced or impaired by or as a result of any rights against act, omission or misrepresentation of the Mortaged Property Borrower or any other securityparty now or hereafter liable for any part of the Loan and accrued interest thereon, or pursued any rights against any Guarantor, by or pursued any other rights available to Grantee under the Loan Documents or applicable law. Notwithstanding the foregoing provisions, one or more Guarantors shall be personally liable to Grantee upon the occurrence of an Event of Default by Borrower, and shall agree to pay to Grantee, or its assigns, on demand, all amounts for which Borrower is personally liable under the Loan Documents, including without limitation Section 1.4(b) and (c). The obligations of each Guarantor shall survive any foreclosure proceeding, any foreclosure sale, any delivery as a result of any deed in lieu of foreclosurecase, and any release of record of the Mortgage. Grantee may pursue its remedies against any Guarantor without first exhausting its remedies against action, suit or proceeding to which the Borrower or any such other party, voluntarily becomes a party; or (y) constitute a waiver, forfeiture, abrogation or limitation of or on any right accorded by any law establishing a debtor relief proceeding, including, but not limited to, Title 11, U.S. Code, which right provides for the Projectassertion in such debtor relief proceeding of a deficiency arising by reason of the insufficiency of collateral notwithstanding an agreement of the Lender not to assert such deficiency.

Nonrecourse Loan. Notwithstanding anything Subject to the contrary contained qualifications below in this paragraph, the Borrower shall be liable for payment and performance of all of the obligations, covenants and agreements of the Borrower under the Note, this Instrument, the Assignment of Leases and Rents (herein so-called), dated of even date herewith, executed by Borrower to Lender, the Environmental Indemnity Agreement dated of even date herewith, executed by Borrower and Lender, and all other instruments and documents evidencing, securing or governing the terms of the loan (the "Loan") evidenced by the Note (collectively, the "Loan Documents"), to the full extent (but only to the extent) of all of the Property and any other items, property or amounts which are collateral or security for the Loan. If a default occurs in the Loan Documentstimely and proper payment of any portion of such indebtedness or in the timely performance of any obligations, agreements or covenants, except as set forth below in this Section 1.4paragraph, Borrower shall have no personal liability under the Loan Documents for the repayment neither Borrower, nor any partner of the Indebtedness Borrower, nor any partner, stockholder, director or for the performance officer of any other obligations partner of Borrower under the Loan DocumentsBorrower, and Xxxxxxx’s only recourse for the satisfaction of the Indebtedness, and the performance of such obligations shall be to exercise its rights and remedies with respect to the Mortgaged Property and any other collateral held by Grantee as security for the Indebtedness. This limitation on Borrower’s liability shall not limit or impair Grantee’s enforcement of its rights against any Guarantor guaranteeing any indebtedness or obligation of Borrower. Xxxxxxxx shall become personally liable to Grantee for the repayment of any portion of the Indebtedness equal to principal of, interest on, or prepayment fees or late charges, or other charges or fees due in connection with the Loan, the performance of any loss or damage suffered by Grantee as a result of: failure covenants of Borrower to pay to Grantee upon demand after an Event of Defaultunder the Note, all rents, revenues and profits from the operation this Instrument or any of the Project to other Loan Documents or for any deficiency judgment which Grantee is entitled under Lender may obtain after default by Borrower. Notwithstanding the Mortgageforegoing provisions of this paragraph or any other agreement, the Borrower shall be fully and personally liable for any and all: (1) liabilities, costs, losses, damages, expenses or claims (including, without limitation, any reduction in the amount value of all the Property or any other items, property or amounts which are collateral or security deposits collected for the Loan) suffered or incurred by Borrower from tenants then Lender by reason of or in residence; failure of Borrower to apply all insurance proceeds and condemnation proceeds as required connection with (a) any fraud or misrepresentation by the Mortgage; failure of Borrower to comply with the requirements in the Mortgage relating to the delivery of books and records, statements, schedules and reports; fraud or any written material misrepresentation by Borrower or any officer, agent, director, partner, member or employee of Borrower in connection with the ApplicationLoan, including but not limited to any misrepresentation of the Borrower contained in any Loan DocumentsDocument, or (b) any request by Xxxxxxx; failure to apply rentspay taxes, revenues and profits, first, to the payment of reasonable operating expenses insurance premiums (other than Property management fees that are not currently payable) and then to Debt Service Amounts due, except that Borrower will not be personally liable (i) to the extent that Borrower lacks such taxes and insurance premiums are then held by the legal right to direct Lender), assessments, charges for labor or materials or other charges that can create liens on any portion of the disbursement Property, (c) any misapplication of such sums because (i) proceeds of a Permanent Loan Mortgage encumbering insurance covering any portion of the Project, or bankruptcy, receivership or similar judicial proceedingsProperty, or (ii) proceeds of the sale or condemnation of any portion of the Property, (d) any rentals, income, profits, issues and products received by or on behalf of the Borrower subsequent to the date on which the Lender gives written notice that a default has occurred under the Loan and not applied to the payment of principal or interest due under the Note or the payment of operating expenses (excluding any operator's, manager's or developer's fee paid to the Borrower or any affiliate of the Borrower) of the Property, (e) any failure to maintain, repair or restore the Property in accordance with respect any Loan Document to Surplus Cash distributed the extent not covered by insurance proceeds made available to the Lender, (f) any failure by the Borrower to deliver to the Lender all unearned advance rentals and security deposits paid by tenants of the Property received by or on behalf of the Borrower, and not refunded to or forfeited by such tenants, (g) any failure by the Borrower to return to, or reimburse the Lender for, all personalty taken from the Property by or on behalf of the Borrower, except in accordance with the provisions of this Instrument, and (h) any and all indemnities given by the Borrower to the Lender set forth in the Environmental Indemnity Agreement or any other Loan Document in connection with any environmental matter relating to the Property; and (2) court costs and all attorneys' fees provided for in any calendar year if Borrower has paid all operating expenses and Debt Service Amounts due for that calendar year; Loan Document. Furthermore, no limitation of liability or failure of Borrower recourse provided above in this paragraph shall (x) apply to pay all deductibles required under any of the insurance policies required to be maintained under Section 6.3 of this Agreement. Xxxxxxxx shall become personally liable to Grantee for the repayment of all of the Indebtedness due upon the occurrence of any of the following Events of Default: Borrower’s acquisition of any property or operation of any business not permitted by the Mortgage; or a Transfer that is an Event of Default under the Mortgage. To the extent that Xxxxxxxx has personal liability under this Section 1.4the Lender's rights of recourse to the Property are suspended, Grantee may exercise its rights against Xxxxxxxx personally without regard to whether Grantee has exercised reduced or impaired by or as a result of any rights against act, omission or misrepresentation of the Mortaged Property Borrower or any other securityparty now or hereafter liable for any part of the Loan and accrued interest thereon, or pursued any rights against any Guarantor, by or pursued any other rights available to Grantee under the Loan Documents or applicable law. Notwithstanding the foregoing provisions, one or more Guarantors shall be personally liable to Grantee upon the occurrence of an Event of Default by Borrower, and shall agree to pay to Grantee, or its assigns, on demand, all amounts for which Borrower is personally liable under the Loan Documents, including without limitation Section 1.4(b) and (c). The obligations of each Guarantor shall survive any foreclosure proceeding, any foreclosure sale, any delivery as a result of any deed in lieu of foreclosurecase, and any release of record of the Mortgage. Grantee may pursue its remedies against any Guarantor without first exhausting its remedies against action, suit or proceeding to which the Borrower or any such other party, voluntarily becomes a party; or (y) constitute a waiver, forfeiture, abrogation or limitation of or on any right accorded by any law establishing a debtor relief proceeding, including, but not limited to, Title 11, U.S. Code, which right provides for the Projectassertion in such debtor relief proceeding of a deficiency arising by reason of the insufficiency of collateral notwithstanding an agreement of the Lender not to assert such deficiency.