Common use of Liability Limited Clause in Contracts

Liability Limited. (a) The 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 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 the incorrectness of any representation or warranty expressly made by it in Section 8.1 hereof or from the failure of the Lessor to perform ----------- its covenants and agreements set forth in Section 10.3 hereof, or (c) for any ------------ 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 or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and are enforceable solely against the Lessor's interest 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and 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 this Participation Agreement 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 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 the incorrectness of any representation or warranty expressly made by it in Section 8.1 hereof or from the failure of the Lessor to perform ----------- its covenants and agreements set forth in Section 10.3 hereof, or (c) for any ------------ 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 or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and are enforceable solely had against the Lessor's interest in the Property; Property or from payments (other than payments due to the Lessor with respect to indemnities, reimbursement of expenses or fees, in each case payable to the Lessor for its own account) received from the Obligors (it being acknowledged and (iii) agreed 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); provided, however, that the Lessor 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 as contemplated by the Operative Documents. It is understood and agreed that 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and parties hereto agree that except as specifically set forth in this Lease or in any other Operative Document, the Lessor shall have no personal liability whatsoever to the Lessee, the Agent any Obligor or any other Participant or their respective successors and assigns for any claim or obligation based on or in respect of this Participation Agreement Lease 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 and the Collateral or from payments (other than payments of Yield and payments due to the Lessor with respect to indemnities, reimbursement of expenses or fees, in each case payable to the Lessor for its own account) received from the Obligors (it being acknowledged and agreed 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 delivery by the Lessor of each Operative Document to which it is a party); 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 the incorrectness breach of any representation or warranty expressly made by it in Section 8.1 hereof or from the failure of the Lessor to perform ----------- its covenants representations and agreements warranties set forth in Section 10.3 hereof8.3 of the Participation Agreement, or (c) for any ------------ Taxes Lessor Lien attributable to it, and (d) 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 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 or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and are enforceable solely against the Lessor's interest 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and parties hereto agree that except as specifically set forth in this Lease or in any other Operative Document, the 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 or obligation based on or in respect of this Participation Agreement Lease 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 and the Collateral or from payments (other than payments of Yield and payments due to the Lessor with respect to indemnities, reimbursement of expenses or fees, in each case payable to the Lessor for its own account) received from the Lessee (it being acknowledged and agreed 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 delivery by the Lessor of each Operative Document to which it is a party); 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 the incorrectness breach of any representation or warranty expressly made by it in Section 8.1 hereof or from the failure of the Lessor to perform ----------- its covenants representations and agreements warranties set forth in Section 10.3 hereof8.2 of the Participation Agreement, or (c) for any ------------ Taxes Lessor Lien attributable to it, and (d) 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 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 or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and are enforceable solely against the Lessor's interest 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and parties hereto agree that except as specifically set forth in this Lease or in any other Operative Document, the Lessor shall have no personal liability whatsoever to the Lessee, the Agent any Obligor or any other Participant or their respective successors and assigns for any claim or obligation based on or in respect of this Participation Agreement Lease 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 any Property and the Collateral or from payments (other than payments of Yield and payments due to the Lessor with respect to indemnities, reimbursement of expenses or fees, in each case payable to the Lessor for its own account) received from the Obligors (it being acknowledged and agreed 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 delivery by the Lessor of each Operative Document to which it is a party); provided, however, that the Lessor shall be -------- ------- liable in its individual capacity for (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds)negligence, (b) for liabilities that may result from the incorrectness breach of any representation of its representations, warranties or warranty expressly made by it in Section 8.1 hereof or from covenants under the failure of the Lessor to perform ----------- its covenants and agreements set forth in Section 10.3 hereofOperative Documents, or (c) for any ------------ Taxes 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 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 or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and are enforceable solely against the Lessor's interest 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and 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 this Participation Agreement 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 (or negligence in the handling of funds), (baccount) for liabilities that may result received from the incorrectness of any representation or warranty expressly made by Lessee (it in Section 8.1 hereof or from the failure of the Lessor to perform ----------- its covenants and agreements set forth in Section 10.3 hereof, or (c) for any ------------ 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 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 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 or any Participant are solely nonrecourse obligations except to the extent by each party hereto that it has received payment from others and are enforceable solely against the Lessor's interest 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); provided, however, that the Lessor 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 as contemplated by the Operative Documents. It is understood and agreed that 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and parties hereto agree that except as specifically set forth in this Lease or in any other Operative Document, the Lessor shall have no personal liability whatsoever to the Lessee, the Agent any Obligor or any other Participant or their respective successors and assigns for any claim or obligation based on or in respect of this Participation Agreement Lease 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 any Property and the Collateral or from payments (other than payments of Yield and payments due to the Lessor with respect to indemnities, reimbursement of expenses or fees, in each case payable to the Lessor for its own account) received from the Obligors (it being acknowledged and agreed 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 delivery by the Lessor of each Operative Document to which it is a party); provided, however, that the Lessor shall be -------- ------- liable in its individual capacity for (a) for its own willful misconduct or gross negligence (or negligence in the handling of funds)negligence, (b) for liabilities that may result from the incorrectness breach of any representation of its representations, warranties or warranty expressly made by it in Section 8.1 hereof or from covenants under the failure of the Lessor to perform ----------- its covenants and agreements set forth in Section 10.3 hereofOperative Documents, or (c) for any ------------ Taxes 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 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 or any Participant are solely nonrecourse obligations except to the extent that it has received payment from others and are enforceable solely against the Lessor's interest 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.

Liability Limited. (a) The Lessee, the Agent, and the Participants each acknowledge and 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 this Participation Agreement 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 any 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 (or negligence in the handling of funds), (baccount) for liabilities that may result received from the incorrectness of any representation or warranty expressly made by Lessee (it in Section 8.1 hereof or from the failure of the Lessor to perform ----------- its covenants and agreements set forth in Section 10.3 hereof, or (c) for any ------------ 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 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 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 or any Participant are solely nonrecourse obligations except to the extent by each party hereto that it has received payment from others and are enforceable solely against the Lessor's interest 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); provided, Participation Agreement however, that the Lessor shall be liable (a) for its own willful misconduct or gross negligence, (b) breach of any of its representations, warranties or covenants under the Operative 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 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.