Common use of Recourse Against Certain Parties Clause in Contracts

Recourse Against Certain Parties. (a) The obligations of the Seller and the Buyer under this Agreement and the other Transaction Documents are solely the corporate or limited liability company obligations, as applicable, of the Seller and the Buyer, respectively. No recourse shall be had for the payment of any amount owing by the Buyer or the Seller under this Agreement, any other Transaction Document or for the payment by the Buyer or the Seller of any fee in respect hereof or any other obligation or claim of or against the Buyer or the Seller arising out of or based upon this Agreement or any other Transaction Document, against any employee, personnel, officer, director, shareholder, partner, authorized person, member or manager of the Buyer or the Seller or of any Affiliate of such Person (other than the Seller or the Buyer, as applicable). The provisions of this Section 8.08(a) shall survive the termination of this Agreement. (b) Notwithstanding any other provision of this Agreement, the obligations of the Buyer hereunder are from time to time and at any time limited recourse obligations of the Buyer payable solely from the Assets available at such time and following realization of the Assets, and application of the proceeds thereof in accordance with the Indenture, all obligations of and any claims against Buyer hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any Officer, member, manager, director, employee, shareholder, authorized person or incorporator of the Buyer or its Affiliates, successors or assigns for any amounts payable hereunder. The provisions of this Section 8.08(b) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) The obligations No recourse under or with respect to any obligation, covenant or agreement of any Holder or Alternative Credit Provider or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any incorporator, stockholder, affiliate, officer, member, manager, partner, employee or director of such Holder or Alternative Credit Provider, as such, by the Seller enforcement of any assessment, by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that the Buyer under agreements of such Holder or Alternative Credit Provider contained in this Agreement and all of the other Transaction Documents are agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of such Holder or limited Alternative Credit Provider, and that no personal liability company whatsoever shall attach to or be incurred by any incorporator, stockholder, affiliate, officer, member, manager, partner, employee or director of such Holder or Alternative Credit Provider, as such, or any of them, under or by reason of any of the obligations, as applicable, covenants or agreements of the Seller and the Buyer, respectively. No recourse shall be had for the payment of any amount owing by the Buyer such Holder or the Seller under this Agreement, any other Transaction Document or for the payment by the Buyer or the Seller of any fee Alternative Credit Provider contained in respect hereof or any other obligation or claim of or against the Buyer or the Seller arising out of or based upon this Agreement or in any other Transaction Documentsuch instrument, against document or agreement, or which are implied therefrom, and that any employeeand all personal liability of every such incorporator, personnelstockholder, Affiliate, officer, directoremployee, shareholdermember, partnermanager, authorized person, member partner or manager director of the Buyer such Holder or the Seller Alternative Credit Provider for breaches by such Holder or Alternative Credit Provider of any Affiliate such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of such Person (other than and in consideration for the Seller or the Buyer, as applicable)execution of this Agreement. The provisions of this Section 8.08(a) 7.10 shall survive the termination of this Agreement. (b) Notwithstanding any other provision of this Agreement, the obligations of the Buyer hereunder are from time to time and at any time limited recourse obligations of the Buyer payable solely from the Assets available at such time and following realization of the Assets, and application of the proceeds thereof in accordance with the Indenture, all obligations of and any claims against Buyer hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any Officer, member, manager, director, employee, shareholder, authorized person or incorporator of the Buyer or its Affiliates, successors or assigns for any amounts payable hereunder. The provisions of this Section 8.08(b) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) The obligations of the Seller and the Buyer under this Agreement and the other Transaction Documents are solely the corporate or limited liability company obligations, as applicable, of the Seller and the Buyer, respectively. No recourse shall be had for under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any amount owing by the Buyer or the Seller under this Agreement, any other Transaction Document or for the payment by the Buyer or the Seller of any fee in respect hereof fees or any other obligation or claim obligations) of or against the Buyer or the Seller arising out of or based upon as contained in this Agreement or any other Transaction Documentagreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any employeepartner, personnelstockholder, incorporator, authorized representative, officer, directoremployee or director of the Seller by the enforcement of any assessment or by any legal or equitable proceeding, shareholderby virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Seller contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Seller, and that no personal liability whatsoever shall attach to or be incurred by any partner, stockholder, incorporator, authorized personrepresentative, member officer, employee or manager director of the Buyer Seller, or any of them, under or by reason of any of the obligations, covenants or agreements of the Seller contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each partner, stockholder, incorporator, authorized representative, officer, employee or director of the Seller, or any of them, for breaches by the Seller of any Affiliate such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of such Person (other than and in consideration for the Seller or the Buyer, as applicable)execution of this Agreement. The provisions of this Section 8.08(a10.8(a) shall survive the termination of this Agreement. (b) Notwithstanding No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other provision of this Agreement, the obligations obligations) of the Buyer hereunder are from time to time and at as contained in this Agreement or any time limited recourse obligations of the Buyer payable solely from the Assets available at such time and following realization of the Assetsother agreement, and application of the proceeds thereof in accordance with the Indenture, all obligations of and any claims against Buyer hereunder instrument or document entered into by it pursuant hereto or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any Officermember, manager, authorized representative, officer, employee or director of the Buyer by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Buyer contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the limited liability company obligations of the Buyer, and that no personal liability whatsoever shall attach to or be incurred by any authorized representative, member, manager, directorofficer, employee, shareholder, authorized person employee or incorporator director of the Buyer or its Affiliatesany of them, successors under or assigns by reason of any of the obligations, covenants or agreements of the Buyer contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each authorized representative, member, manager, officer, employee or director of the Buyer, or any of them, for breaches by the Buyer of any amounts payable hereundersuch obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 8.08(b10.8(b) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) The Notwithstanding any contrary provision set forth herein, no claim may be made by the Borrower, the Transferor or the Servicer or any other Person against the Administrative Agent or any Secured Party or their respective Affiliates, directors, officers, employees, attorneys or agents for any special, indirect, consequential or punitive damages in respect to any claim for breach of contract or any other theory of liability arising out of or related to the transactions contemplated by this Agreement, or any act, omission or event occurring in connection therewith; and the Borrower, the Transferor and the Servicer each hereby waives, releases, and agrees not to sue upon any claim for any such damages, whether or not accrued and whether or not known or suspected; provided that this sentence shall in no way limit or vitiate the indemnity obligations of the Seller and Borrower or the Buyer Servicer hereunder with respect to a claim for special, indirect, consequential or punitive damages against any Indemnified Party which is brought by a Person not a party hereto (or such Person’s Affiliates, directors, officers, employees, attorneys or agents). (b) No obligation or liability to any Obligor under any of the Loan Assets is intended to be assumed by the Administrative Agent, the Lenders or any Secured Party under or as a result of this Agreement and the other Transaction Documents are solely the corporate or limited liability company obligations, as applicable, of the Seller and the Buyer, respectively. No recourse shall be had for the payment of any amount owing by the Buyer or the Seller under this Agreement, any other Transaction Document or for the payment by the Buyer or the Seller of any fee in respect hereof or any other obligation or claim of or against the Buyer or the Seller arising out of or based upon this Agreement or any other Transaction Document, against any employee, personnel, officer, director, shareholder, partner, authorized person, member or manager of the Buyer or the Seller or of any Affiliate of such Person transactions contemplated hereby. (other than the Seller or the Buyer, as applicable). c) The provisions of this Section 8.08(a) 12.09 shall survive the termination of this Agreement. (b) Notwithstanding any other provision of this Agreement, the obligations of the Buyer hereunder are from time to time and at any time limited recourse obligations of the Buyer payable solely from the Assets available at such time and following realization of the Assets, and application of the proceeds thereof in accordance with the Indenture, all obligations of and any claims against Buyer hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any Officer, member, manager, director, employee, shareholder, authorized person or incorporator of the Buyer or its Affiliates, successors or assigns for any amounts payable hereunder. The provisions of this Section 8.08(b) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) The obligations of the Seller Buyer, the Depositor and the Buyer Seller under this Agreement and the other Transaction Documents are solely the corporate or limited liability company obligations, as applicable, of the Seller Buyer, the Depositor and the BuyerSeller, respectively. No recourse shall be had for the payment of any amount owing by the Buyer Buyer, the Depositor or the Seller under this Agreement, any other Transaction Document or for the payment by the Buyer Buyer, the Depositor or the Seller of any fee in respect hereof or any other obligation or claim of or against the Buyer Buyer, the Depositor or the Seller arising out of or based upon this Agreement or any other Transaction Document, against any employee, personnel, officer, director, shareholder, partner, authorized person, member or manager of the Buyer Buyer, the Depositor or the Seller or of any Affiliate of such Person (other than the Seller Seller, the Depositor or the Buyer, as applicable). The provisions of this Section 8.08(a) shall survive the termination of this Agreement. (b) Notwithstanding any other provision of this Agreement, the obligations of the Buyer hereunder are from time to time and at any time limited recourse obligations of the Buyer payable solely from the Assets available at such time and following realization of the Assets, and application of the proceeds thereof in accordance with the Indenture, all obligations of and any claims against Buyer hereunder or in connection herewith after such realization shall be extinguished and shall not thereafter revive. No recourse shall be had against any Officer, member, manager, director, employee, shareholder, authorized person or incorporator of the Buyer or its Affiliates, successors or assigns for any amounts payable hereunder. The provisions of this Section 8.08(b) shall survive the termination of this Agreement.