Recourse Liability. No past, present or future member, or any past, present or future shareholder, partner, member, officer, employee, servant, executive, director, agent, authorized representative or affiliate of Borrower or any member of Borrower, (each such Person, an “Exculpated Party”) shall be personally liable for payments due hereunder or under any other Loan Document or for the performance of any obligation, or breach of any representation or warranty made by Borrower hereunder or thereunder. The sole recourse of the Lender and the Lending Group for satisfaction of the obligations of Borrower hereunder and under any other Loan Document shall be against Borrower and its assets and not against any assets or property of any such Exculpated Party other than the direct or indirect ownership interest of such Exculpated Party in Borrower. In the event that an Event of Default occurs in connection with such obligations, no action shall be brought against any such Exculpated Party by virtue of its direct or indirect ownership interest in Borrower. In the event of foreclosure or other sale or disposition of the Premises, no judgment for any deficiency upon the obligations hereunder or under any other Loan Document shall be obtainable by the Lender or the Lending Group against any such Exculpated Party. Notwithstanding the foregoing, nothing in this paragraph shall affect or diminish the obligations of Borrower or Guarantor under or in respect of each Loan Document to which it is a party, including the Guarantees (including the right to name any Guarantor in any foreclosure action in connection with its obligations under the Guarantees). Notwithstanding the foregoing provisions of this paragraph, each Exculpated Party shall be personally (and on a full recourse basis) liable for and shall indemnify and defend Lender and the Lending Group from and against, and shall hold Lender and the Lending Group harmless of, from and against any deficiency, liability, loss, damage, costs, and expenses (including legal fees and disbursements) suffered by Lender and/or the Lending Group and caused by, or arising out of or as a result of any of the following: (i) such Person’s commission of a criminal act, (ii) such Person’s failure to comply with the provisions of the Loan Documents prohibiting a transfer or Change of Control; (iii) such Person’s misappropriation of any cash flow or other revenue derived from or in respect of the Project, including security deposits, insurance proceeds, condem...
Recourse Liability. The provisions of Paragraphs 9 and 10 of the Note are incorporated into this Instrument as if such provisions were set forth in their entirety in this Instrument.
Recourse Liability. Sections 9(c)(i) and (c)(ii) of the Note will be operative only after Equity Investor has been given 30 days’ notice of the Event of Default described in the Note, together with an opportunity within such 30-day period to remedy the applicable Event of Default. In all events, Lender may, during such 30-day period, exercise all of its rights and remedies under this Loan Agreement upon the occurrence of such Event of Default, other than foreclosure of the Mortgaged Property.
Recourse Liability. Sections 9(c)(i) and (c)(ii) of the Project Note will be operative only after Equity Investor has been given 30 days’ notice of the Event of Default described in the Project Note, together with an opportunity within such 30-day period to remedy the applicable Event of Default. In all events, Funding Lender may, during such 30-day period, exercise all of its rights and remedies under this Continuing Covenant Agreement upon the occurrence of such Event of Default, other than foreclosure of the Mortgaged Property.
Recourse Liability. The Company shall have full recourse against the Borrower on account of the Loan, and the Borrower shall have personal liability with respect to the obligation hereunder and with respect to the representations and warranties contained herein.
Recourse Liability. Citibank shall extend credit in the amount requested for Big Ticket Recourse Accounts, and, except as otherwise provided herein, Zale shall be liable for and bear all of the losses (the “Big Ticket Losses”) resulting from charge off of the principal balances of such Big Ticket Recourse Accounts in accordance with the Merchant Services Agreement including, without limitation: (1) any existing principal balance at the time the Account becomes a Big Ticket Recourse Account and (2) all subsequent charges to the Big Ticket Recourse Account for the duration of the Account. Zale’s recourse liability for Big Ticket Recourse Accounts shall be calculated on a monthly basis and charged against the Big Ticket Reserve Account as outlined below up to the amount of such Account approved by Zale as provided herein. Any Accounts in the Big Ticket Recourse Program will be subject to chargeback to Zale for Cardholder fraud to the extent provided below. If Zxxx Credit Services Department requests that Citibank, and Citibank agrees to, approve any such Account prior to Citibank’s satisfactory completion of its normal authentication procedures, Zale shall bear 100% of the principal amount of any loss on such Big Ticket Recourse Account resulting from Cardholder fraud. With respect to all other Big Ticket Recourse Accounts, Zale will be responsible only for the principal amount of fraud losses in excess of the credit limit Citibank would have otherwise approved. Citibank shall have no recourse to Zale with respect to the charge off of principal balances resulting from Big Ticket Recourse Account credit line increases that were not expressly approved by Zale. As of the date of this Letter Agreement, Citibank does not reclassify Big Ticket Recourse Accounts to non-recourse status on its data processing system. Citibank may, in the future, develop means that Citibank determines, in its sole discretion, will allow Big Ticket Recourse Accounts to be reclassified to non-recourse status in a controlled and efficient manner. In such event, Citibank will consider reclassification of zero balance Big Ticket Recourse Accounts and the removal of such Accounts from the Big Ticket Recourse Program. Upon removal of any Account from the Big Ticket Recourse Program, Zale shall have no further liability for any such Account under this Letter Agreement. Citibank may, at its option, request that Zale bear the cost of any unique systems development related to the means described above. If Zale elect...
Recourse Liability. Borrower shall be personally liable for amounts due under the Loan Documents. Anything herein or in any other Loan Document or any certificate given in connection therewith or pursuant thereto (the Loan Documents and each such certificate, collectively, the “Relevant Documents”) to the contrary notwithstanding, the Administrative Agent and the Lenders agree that, for repayment of the Loans and the payment and performance of any and all of Borrower’s obligations under the Relevant Documents or any claim based thereon or otherwise in respect thereof, they shall look solely to the Project and the other assets of Borrower, and to such other collateral as may now or hereafter be given to secure the Loans, and no other property or assets of Borrower’s direct or indirect constituent partners, members, or the directors, officers, agents or employees of Borrower or such constituent partners or members (collectively, the “Exculpated Parties”), shall be subject to levy, execution or other enforcement procedure for the satisfaction of remedies of the Administrative Agent and/or the Lenders, or for any payment required to be made under the Relevant Documents or for the performance of any of the covenants or warranties contained in any of the Relevant Documents or for any claim based thereon or in respect thereof, nor shall any claim be brought against the Exculpated Parties; provided, however, notwithstanding anything to the contrary contained hereinabove, the foregoing provisions of this Section 13.1 shall not (i) limit the right of the Administrative Agent and/or the Lenders to name Borrower and/or the Guarantor or either of them as a party defendant in any action or suit for judicial foreclosure and sale under the Mortgage or the other Security Documents so long as no deficiency judgment shall be sought or enforced against the Exculpated Parties except as provided in clause (ii) below or (ii) affect or limit in any way the validity or enforceability of any separate guaranty or indemnification now or hereafter given for the benefit of the Administrative Agent and/or the Lenders in connection with the Loans, including the obligations of the Guarantors under the Guarantor Documents.
Recourse Liability. This Agreement shall be subject to the provisions of Article 13 of the Project Loan Agreement, which section is hereby incorporated herein by reference.
Recourse Liability. The provisions of Sections 7.1 and 7.2 of the Loan Agreement are hereby incorporated by reference into this Note to the same extent and with the same force as if fully set forth herein.
Recourse Liability. (a) Other than as expressly provided herein or in any Guaranty executed and delivered by Guarantors and/or Common Member in connection with this Agreement or any guaranty or indemnity executed and delivered by Guarantors, Common Member and/or the Company in connection with the Senior Loan, the Preferred Equity Investment by Preferred Member and the obligations of Common Member, the Manager and Guarantors under this Agreement shall be non-recourse to Common Member, the Manager and Guarantors.
(b) Notwithstanding anything to the contrary contained in this Agreement, none of Preferred Member or any of its Affiliates shall have any obligation to provide any guaranty or indemnity of any of the Company’s obligations to any party in connection with the Senior Loan or any other financing of the Property or otherwise.
