Common use of Responsible Officer Certificates; No Recourse Clause in Contracts

Responsible Officer Certificates; No Recourse. Any certificate executed and delivered by a Responsible Officer of an Originator or the Purchaser pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of such Originator or the Purchaser, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, or shareholder, as such, of an Originator or Purchaser shall not have liability for any obligation of such Originator or the Purchaser hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or wilful misconduct of such director, officer, employee, manager or shareholder.

Appears in 3 contracts

Samples: Uk Receivables Purchase Agreement (Huntsman International LLC), Receivables Purchase Agreement (Huntsman Ici Chemicals LLC), Receivables Purchase Agreement (Huntsman Ici Holdings LLC)

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Responsible Officer Certificates; No Recourse. Any certificate executed and delivered by a Responsible Officer of an Originator the Company, the Servicer or the Purchaser Trustee pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of such Originator the Company, the Servicer or the PurchaserTrustee, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, employee or shareholder, as such, of an Originator the Servicer or Purchaser the Company shall not have liability for any obligation of such Originator the Servicer or the Purchaser Company hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or wilful willful misconduct of such director, officer, employee, manager employee or shareholder.

Appears in 3 contracts

Samples: Pooling Agreement (Bungeltd), Pooling Agreement (Bunge LTD), Pooling Agreement (Bunge LTD)

Responsible Officer Certificates; No Recourse. Any certificate executed and delivered by a Responsible Officer of an the Originator or the Purchaser pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of such the Originator or the Purchaser, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, or shareholder, as such, of an the Originator or Purchaser shall not have liability for any obligation of such the Originator or the Purchaser hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or wilful misconduct of such director, officer, employee, manager or shareholder.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Huntsman Ici Holdings LLC), Receivables Purchase Agreement (Huntsman Ici Chemicals LLC)

Responsible Officer Certificates; No Recourse. Any certificate executed and delivered by a Responsible Officer of an Originator the Contributor or the Purchaser Company pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of such Originator the Contributor or the PurchaserCompany, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employeeemployee or member, or shareholderas the case may be, as such, of an Originator the Contributor or Purchaser Company shall not have liability for any obligation of such Originator the Contributor or the Purchaser Company hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or wilful willful misconduct of such director, officer, employee, manager or shareholdermember, as the case may be.

Appears in 2 contracts

Samples: European Contribution Agreement (Huntsman CORP), u.s. Contribution Agreement (Huntsman CORP)

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Responsible Officer Certificates; No Recourse. Any certificate executed and delivered by a Responsible Officer of an Originator the Originators or the Purchaser pursuant to the terms of the Transaction Documents shall be executed by such Responsible Officer not in an individual capacity but solely in his or her capacity as an officer of such Originator the Originators or the Purchaser, as applicable, and such Responsible Officer will not be subject to personal liability as to the matters contained in the certificate. A director, officer, manager, employee, or shareholdermember, as such, of an Originator the Originators or Purchaser shall not have liability for any obligation of such Originator the Originators or the Purchaser hereunder or under any Transaction Document or for any claim based on, in respect of, or by reason of, any Transaction Document, unless such claim results from the gross negligence, fraudulent acts or wilful willful misconduct of such director, officer, employee, manager or shareholdermember.

Appears in 1 contract

Samples: u.s. Receivables Purchase Agreement (Huntsman International LLC)

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