Common use of Liability Limited Clause in Contracts

Liability Limited. (a) The parties hereto agree that ----------------- the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- the except as specifically set forth herein or in any other Operative Document, Lessor shall have no personal liability whatsoever to the Lessee, the Agent Lessee or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease hereof or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or therebythereby and the recourse shall be solely had against the Lessor's interest in any Property; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of any of its representations, warranties or covenants under the covenant to remove Lessor Liens set forth in Section 10.3Operative Documents, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding provisosentence: (i) the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants Lessee are solely nonrecourse obligations and shall be enforceable solely against except to the interest of the Lessor in the Propertyextent that it has received payment from others; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent Lenders with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that the ----------------- the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, -------- however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its ------- own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or ------------ measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions limitations on liability stated in the preceding provisions of this Section 15.10(a) shall not apply to ---------------- liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with the Lease and this LeaseParticipation Agreement. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- except as specifically set forth herein or in any other Operative Document, the Lessor shall not have no any personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease hereof or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or therebythereby and recourse, if any, shall be solely had against the Collateral, including the Property but excluding the Excepted Payments and Supplemental Collateral; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds)negligence, (b) for liabilities that may result from its breach of any of its representations, warranties or covenants under the covenant to remove Lessor Liens set forth in Section 10.3Operative Documents, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it the Lessor for acting as the Lessor as contemplated by the Operative Documents, or (d) any Lessor Liens attributable to it. It is understood and agreed that, except as provided in the preceding provisosentence: (i) the Lessor shall not have no any personal liability under any of the Operative Documents; (ii) all obligations Documents as a result of acting pursuant to and consistent with any of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the PropertyOperative Documents; and (iiiii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained hereinTandem Health Care of Ohio, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease.Inc. Participation Agreement (b) No Participant shall have any obligation to any other Participant or to the Gurantor or the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's ’s obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- except as specifically set forth herein or in any other Operative Document, the Lessor shall have no personal liability whatsoever to the Lessee, the Agent Lessee or any other Participant or the Administrative Agent or their respective successors and assigns for any claim based on or in respect of the Lease hereof or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or therebythereby and recourse, if any, shall be solely had against the Lessor's interest in the Property; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documentsnegligence. It is understood and agreed that, except as provided in the preceding provisosentence: (i) the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants Lessee are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Propertyobligations; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) No Participant shall have any obligation to any the other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions limitations on liability stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with the Lease and this LeaseParticipation Agreement. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- except as specifically set forth herein or in any other Operative Document, the Lessor shall have no personal liability whatsoever to the Lesseeany other Participant, the Agent or any Participant Lessee or their respective successors and assigns for any claim or obligation based on or in respect of the Lease hereof or any of the other Operative Documents (including, without limitation, the repayment of the Loans) or arising in any way from the transactions contemplated hereby or thereby; providedthereby and recourse, howeverif any, that shall be solely had against the Lessor’s interest in the Property or from payments (other than payments due to the Lessor shall be liable with respect to indemnities, reimbursement of expenses or fees, in its individual capacity -------- ------- (a) each case payable to the Lessor for its own willful misconduct or gross negligence account) received from the Lessee (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood being acknowledged and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) by each party hereto that all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein); provided, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of however, that the Lessor arising because of a shall be liable in its individual capacity (i) for its own willful misconduct or gross negligence, (ii) for breach of its representations set forth in Section 8.3, (iii) for any Lessor Lien attributable to it and (iv) for any Tax based on or measured by any fees, commission or compensation received by it for acting as the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with as contemplated by the Operative Documents, or failure to disburse proceeds from . It is understood and agreed that the sale Lessor shall have no personal liability under any of the Property in accordance Operative Documents as a result of acting pursuant to and consistent with this Leaseany of the Operative Documents. (b) No Participant shall have any obligation to any the other Participant or to the Lessee, the Lessor or the Agent Lessee with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's ’s obligations under the Operative Documents except as otherwise so set forth. (c) The obligations of the parties under this Section 16.10 shall survive the termination of this Participation Agreement.

Liability Limited. (a) The parties hereto agree that ----------------- the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions limitations on liability stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with the Lease and this LeaseParticipation Agreement. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto Lessee, the Agent, and the Participants each acknowledge and agree that ----------------- the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease this Participation Agreement or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or thereby; provided, however, that the Lessor shall be -------- ------- liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach the incorrectness of any representation or warranty expressly made by it in Section 8.1 hereof or from the failure of the covenant Lessor to remove Lessor Liens perform ----------- its covenants and agreements set forth in Section 10.310.3 hereof, or (c) for any Tax ------------ Taxes based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and shall be are enforceable solely against the Lessor's interest of the Lessor in the Property; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- except as specifically set forth herein or in any other Operative Agreement, the Lessor shall have no personal liability whatsoever to the Lessee, the Agent or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease hereof or any of the other Operative Documents Agreements or arising in any way from the transactions contemplated hereby or therebythereby and recourse, if any, shall be solely had against the Lessor's interest in the Property; provided, however, that the Lessor shall be liable in its individual capacity -------- ------- (ai) for its own willful misconduct or gross negligence (or negligence in the handling of funds)negligence, (bii) for liabilities that may result from its breach of any of its representations, warranties or covenants under the covenant to remove Lessor Liens set forth in Section 10.3Operative Agreements, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the a Lessor as contemplated by the Operative DocumentsAgreements. It is understood and agreed that, except as provided in the preceding provisosentence: (i) the Lessor shall have no personal liability under any of the Operative DocumentsAgreements as a result of acting pursuant to and consistent with any of the Operative Agreements; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants any Rent Purchaser are solely nonrecourse obligations and shall be enforceable solely against except to the interest of extent that the Lessor in has received the Propertyproceeds to the Rent Purchaser Advances); and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents Agreements by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) - No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent Rent Purchasers with respect to transactions contemplated by the Operative DocumentsAgreements, except those obligations of such Participant expressly set forth in the Operative Documents Agreements or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents Agreements except as otherwise so set forth.

Liability Limited. (a) The parties hereto agree that ----------------- except as specifically set forth herein or in any other Operative Document, the Lessor shall have no personal liability whatsoever to any other Participant, the Lessee, the Agent or any Participant Construction Agent, or their respective successors and assigns for any claim or obligation based on or in respect of the Lease hereof or any of the other Operative Documents (including, without limitation, the repayment of the Loans) or arising in any way from the transactions contemplated hereby or thereby; providedthereby and recourse, howeverif any, that shall be solely had against the Lessor's interest in the Property or from payments (other than payments due to the Lessor shall be liable with respect to indemnities, reimbursement of expenses or fees, in its individual capacity -------- ------- (a) each case payable to the Lessor for its own willful misconduct or gross negligence account) received from the Obligors (or negligence in the handling of funds), (b) for liabilities that may result from its breach of the covenant to remove Lessor Liens set forth in Section 10.3, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood being acknowledged and agreed that, except as provided in the preceding proviso: (i) the Lessor shall have no personal liability under any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants are solely nonrecourse obligations and shall be enforceable solely against the interest of the Lessor in the Property; and (iii) by each party hereto that all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein); provided, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of however, that the Lessor arising because of a shall be liable in its individual capacity (i) for its own willful misconduct or gross negligence, (ii) for breach of its representations set forth in Section 8.3, (iii) for any Lessor Lien attributable to it and (iv) for any Tax based on or measured by any fees, commission or compensation received by it for acting as the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with as contemplated by the Operative Documents, or failure to disburse proceeds from . It is understood and agreed that the sale Lessor shall have no personal liability under any of the Property in accordance Operative Documents as a result of acting pursuant to and consistent with this Leaseany of the Operative Documents. (b) No Participant shall have any obligation to any the other Participant or to the Lessee, the Lessor Lessee or the Construction Agent with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth. (c) Each Transaction Party agrees that neither the Program Administrator nor the Conduit Agent shall have any liability hereunder as the Program Administrator or the Conduit Agent, as the case may be, for the Note Purchaser or otherwise following its ceasing to act as Program Administrator or the Conduit Agent for the Note Purchaser. (d) The Liability of the Note Purchaser shall be limited as set forth in Section 16.15. (e) The obligations of the parties under this Section 16.10 shall survive the termination of this Participation Agreement.

Liability Limited. (a) The parties hereto agree that ----------------- the except as specifically set forth herein or in any other Operative Document, Lessor shall have no personal liability whatsoever to the Lessee, the Agent Lessee or any Participant or their respective successors and assigns for any claim based on or in respect of the Lease hereof or any of the other Operative Documents or arising in any way from the transactions contemplated hereby or therebythereby and the recourse shall be solely had against the Lessor's interest in any Property; providedPROVIDED, howeverHOWEVER, that the Lessor shall be liable in its individual capacity -------- ------- (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds), (b) for liabilities that may result from its breach of any of its representations, warranties or covenants under the covenant to remove Lessor Liens set forth in Section 10.3Operative Documents, or (c) for any Tax ------------ based on or measured by any fees, commission or compensation received by it for acting as the Lessor as contemplated by the Operative Documents. It is understood and agreed that, except as provided in the preceding provisosentence: (i) the Lessor shall have no personal liability under any of the Operative Documents as a result of acting pursuant to and consistent with any of the Operative Documents; (ii) all obligations of the Lessor to the Lessee, the Agent and the Participants Lessee are solely nonrecourse obligations and shall be enforceable solely against except to the interest of the Lessor in the Propertyextent that it has received payment from others; and (iii) all such personal liability of the Lessor is expressly waived and released as a condition of, and as consideration for, the execution and delivery of the Operative Documents by the Lessor. Notwithstanding anything contained herein, the restrictions stated in the preceding provisions of this Section 15.10(a) shall not apply to liability ---------------- of the Lessor arising because of a breach of the Lessor's obligation to remove Lessor Liens or because of its receiving Advances and failing to disburse Advances to the Lessee in accordance with the Operative Documents, or failure to disburse proceeds from the sale of the Property in accordance with this Lease. (b) No Participant shall have any obligation to any other Participant or to the Lessee, the Lessor or the Agent Lenders with respect to transactions contemplated by the Operative Documents, except those obligations of such Participant expressly set forth in the Operative Documents or except as set forth in the instruments delivered in connection therewith, and no Participant shall be liable for performance by any other party hereto of such other party's obligations under the Operative Documents except as otherwise so set forth.