Recourse Obligations. The Loan Documents for each Mortgage Loan provide that such Mortgage Loan # becomes full recourse to the Mortgagor and guarantor (which is a
natural person or persons, or an entity distinct from the Mortgagor (but may be affiliated with the Mortgagor) that has assets other than equity in the related Mortgaged Property that are not de minimis) in any of the following events: # if any voluntary petition for bankruptcy, insolvency, dissolution or liquidation pursuant to federal bankruptcy law, or any similar federal or state law, shall be filed by the Mortgagor; # the Mortgagor or guarantor shall have colluded with (or, alternatively, solicited or caused to be solicited) other creditors to cause an involuntary bankruptcy filing with respect to the Mortgagor or # voluntary transfers of either the Mortgaged Property or equity interests in Mortgagor made in violation of the Loan Documents; and # contains provisions providing for recourse against the Mortgagor and guarantor (which is a natural person or persons, or an entity distinct from the Mortgagor (but may be affiliated with the Mortgagor) that has assets other than equity in the related Mortgaged Property that are not de minimis), for losses and damages sustained by reason of Mortgagor’s # misappropriation of rents after the occurrence of an event of default under the Mortgage Loan; # misappropriation of # insurance proceeds or condemnation awards or # security deposits or, alternatively, the failure of any security deposits to be delivered to Mortgagee upon foreclosure or action in lieu thereof (except to the extent applied in accordance with leases prior to a Mortgage Loan event of default); # fraud or intentional material misrepresentation; # breaches of the environmental covenants in the Loan Documents; or # commission of intentional material physical waste at the Mortgaged Property (but, in some cases, only to the extent there is sufficient cash flow generated by the related Mortgaged Property to prevent such waste).
made in violation of the Loan Documents; and # contains provisions providing for recourse against the Mortgagor and guarantor (which is a natural person or persons, or an entity distinct from the Mortgagor (but may be affiliated with the Mortgagor) that has assets other than equity in the related Mortgaged Property that are not de minimis), for losses and damages sustained by reason of Mortgagor’s # misappropriation of rents after the occurrence of an event of default under the Mortgage Loan; # misappropriation of # insurance proceeds or condemnation awards or # security deposits or, alternatively, the failure of any security deposits to be delivered to Mortgagee upon foreclosure or action in lieu thereof (except to the extent applied in accordance with leases prior to a Mortgage Loan event of default); # fraud or intentional material misrepresentation; # breaches of the environmental covenants in the Loan Documents; or # commission of intentional material physical waste at the Mortgaged Property (but, in some cases, only to the extent there is sufficient cash flow generated by the related Mortgaged Property to prevent such waste).
Recourse. Any claim against Newco that may arise under this Agreement or otherwise in connection with this Agreement shall be made only against and shall be limited to Newcos assets, and any rights to proceed otherwise against the Members, either individually or collectively, or against any such Members or Members assets, as a result of any claim or any obligation arising therefrom, are hereby waived.
Limited Recourse. Each party hereto agrees that notwithstanding anything to the contrary contained in this Amendment, the obligations of the SPV under this Amendment are solely the corporate obligations of the SPV and shall be payable solely to the extent of funds available to the SPV to satisfy such obligation in accordance with the Priority of Payments and to the extent that such funds are insufficient, any undischarged claims shall be extinguished.
Non-Recourse. This Agreement may only be enforced against, and any claim or cause of action based upon, arising out of, or related to this Agreement or the Transactions may only be brought against, the entities that are expressly named as Parties hereto, and then only with respect to the specific obligations set forth herein with respect to such Party. Except to the extent a named Party to this Agreement (and then only to the extent of the specific obligations undertaken by such named Party in this Agreement), # no past, present or future director, officer, employee, incorporator, member, partner, stockholder, Affiliate, agent, attorney, advisor or Representative or Affiliate of any named Party to this Agreement and # no past, present or future director, officer, employee, incorporator, member, partner, stockholder, Affiliate, agent, attorney, advisor or Representative or Affiliate of any of the foregoing shall have any liability (whether in contract, tort, equity or otherwise) for any one or more of the representations, warranties, covenants, agreements or other obligations or liabilities of any one or more of the Company, BRPA or Merger Sub under this Agreement of or for any claim based on, arising out of, or related to this Agreement or the transactions contemplated hereby.
Limited Recourse Against Debtor. Notwithstanding any other provision of this Agreement, each of the parties hereto hereby agrees that any obligations of the Debtor under this Agreement are limited recourse obligations of the Debtor, payable solely from the Collateral in accordance with [Sections 9.1(a) and 6.4]4] of the Credit Agreement, and following realization of the Collateral, all obligations of the Debtor under this Agreement and any claims of a party hereto against the Debtor shall be extinguished and shall not thereafter revive. No recourse shall be had against any officer, director, general partner, manager, member, employee, stockholder or incorporator of the Debtor or its successors or assigns for any amounts payable under this Agreement. The provisions of this [Section 10(k)] shall survive the expiration or termination of this Agreement.
Each of the Sellers, the Centralising Unit, CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, NATIXIS and the Agent:
SECTION # Limited Recourse. Each of the Administrative Agent, the Collateral Agent and the acknowledges and agrees that this Agreement, the Loans, the Secured Obligations, each of the other Loan Documents and the other obligations hereunder and thereunder are only recourse to the .
“Guaranty of Recourse Obligations” means that certain Guaranty of Recourse Obligations, dated as of the date hereof, from each Guarantor in favor of the Agent for the benefit of the Lender, as the same may be amended, restated, replaced, supplemented or otherwise modified from time to time.
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