Common use of Lender Recourse Limitations Clause in Contracts

Lender Recourse Limitations. Notwithstanding anything to the contrary contained in this Agreement, and without limiting the rights of Buyer or its Affiliates under the Debt Commitment Letter or otherwise in connection with the Debt Financing, each of the parties hereto agrees that (a) Parent, Sellers, the Transferred Subsidiaries, the Asset Sellers and their respective Affiliates, directors, officers, employees, agents, partners, managers, members and equityholders (i) shall not have any rights or claims against any of the Lenders or their Representatives or Affiliates, in any way relating to this Agreement, the Debt Financing, any Debt Commitment Letter or any of the transactions contemplated hereby or thereby, or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise and (ii) shall not commence any action or proceeding against any of the Lenders or their Representatives or Affiliates in connection with this Agreement, the Debt Financing, any Debt Commitment Letter or any of the transactions contemplated hereby, or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, and (b) no Lender or any of its Representatives or Affiliates shall have any liability (whether in contract, in tort or otherwise) to any of Parent, Sellers, the Transferred Subsidiaries, the Asset Sellers or any of their respective Affiliates, directors, officers, employees, agents, partners, managers, members or equityholders for any obligations or liabilities of any party hereto under this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise.

Lender Recourse Limitations. Notwithstanding anything to the contrary contained in this Agreement, and without limiting the rights of Buyer or its Affiliates under the Debt Commitment Letter or otherwise in connection with the Debt Financing, each of the parties hereto agrees that (a) Parent, Sellers, the Transferred Subsidiaries, the Asset Sellers and their respective Affiliates, directors, officers, employees, agents, partners, managers, members and equityholders (i) shall not have any rights or claims against any of the Lenders or their Representatives or Affiliates, in any way relating to this Agreement, the Debt Financing, any Debt Commitment Letter or any of the transactions contemplated hereby or thereby, or in respect of any 118 oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise and (ii) shall not commence any action or proceeding against any of the Lenders or their Representatives or Affiliates in connection with this Agreement, the Debt Financing, any Debt Commitment Letter or any of the transactions contemplated hereby, or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, and (b) no Lender or any of its Representatives or Affiliates shall have any liability (whether in contract, in tort or otherwise) to any of Parent, Sellers, the Transferred Subsidiaries, the Asset Sellers or any of their respective Affiliates, directors, officers, employees, agents, partners, managers, members or equityholders for any obligations or liabilities of any party hereto under this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise. [The remainder of this page intentionally left blank.] 119

Lender Recourse Limitations. Notwithstanding anything to the contrary contained in this Agreement, and without limiting the rights of Buyer or its Affiliates under the Debt Commitment Letter or otherwise in connection with the Debt Financing, each of the parties hereto agrees that (a) Parent, Sellers, the Transferred Subsidiaries, the Asset Sellers and their respective Affiliates, directors, officers, employees, agents, partners, managers, members and equityholders (i) shall not have any rights or claims against any of the Lenders or their Representatives or Affiliates, in any way relating to this Agreement, the Debt Financing, any Debt Commitment Letter or any of the transactions contemplated hereby or thereby, or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise and (ii) shall not commence any action or proceeding against any of the Lenders or their Representatives or Affiliates in connection with this Agreement, the Debt Financing, any Debt Commitment Letter or any of the transactions contemplated hereby, or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, and (b) no Lender or any of its Representatives or Affiliates shall have any liability (whether in contract, in tort or otherwise) to any of Parent, Sellers, the Transferred Subsidiaries, the Asset Sellers or any of their respective Affiliates, directors, officers, employees, agents, partners, managers, members or equityholders for any obligations or liabilities 113 of any party hereto under this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby or in respect of any oral or written representations made or alleged to have been made in connection herewith or therewith, including any dispute arising out of or relating in any way to the Debt Commitment Letter or the performance thereof or the financings contemplated thereby, whether at law or equity, in contract, in tort or otherwise. [The remainder of this page intentionally left blank.]