Common use of No Subrogation; No Recourse Against Lender Clause in Contracts

No Subrogation; No Recourse Against Lender. Notwithstanding the satisfaction by Guarantor of any liability hereunder, Guarantor shall not have any right of subrogation, contribution, reimbursement or indemnity whatsoever or any right of recourse to or with respect to the assets or property of any Individual Borrower or to any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy Code. In connection with the foregoing, Guarantor expressly waives any and all rights of subrogation to Lender against Borrower (and against each and any Individual Borrower), and Guarantor hereby waives any rights to enforce any remedy which Lender may have against any Individual Borrower and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy Code. In addition to and without in any way limiting the foregoing, Guarantor hereby subordinates any and all indebtedness of Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor to all indebtedness of Borrower (and of each and every Individual Borrower) to Lender, and agrees with Lender that Guarantor shall not demand or accept any payment of principal or interest from any Individual Borrower, shall not claim any offset or other reduction of Guarantor’s obligations hereunder because of any such indebtedness and shall not take any action to obtain any of the collateral from the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy Code. Further, Guarantor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the satisfaction by Guarantor Indemnitor of any liability hereunder, Guarantor until such time as the Loan has been fully and indefeasibly repaid, all obligations owed to Lender under the Loan Documents have been fully performed, and Lender has released, transferred or disposed of all of Lender’s right, title and interest in all collateral or security for the Loan, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the indebtedness evidenced by the Note could be deemed a preference under the United States Bankruptcy Code, Indemnitor shall not have any right of subrogation, contribution, reimbursement or indemnity whatsoever or any right of recourse to or with respect to the assets or property of any Individual Borrower or to any collateral for the Loan Loan. In connection with the foregoing, Indemnitor expressly waives, until such time as the Obligations Loan has been fully and indefeasibly repaid, all obligations owed to Lender under the Loan Documents have been indefeasibly paid fully performed, and Lender has released, transferred or disposed of all of Lender’ s right, title and interest in full in cash and satisfied in accordance with the Loan Documentssuch collateral or security, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations indebtedness evidenced by the Note could be deemed a preference under the United States Bankruptcy Code. In connection with the foregoing, Guarantor expressly waives any and all rights of subrogation to Lender against Borrower (and against each and any Individual Borrower), and Guarantor Indemnitor hereby waives any rights to enforce any remedy which Lender may have against any Individual Borrower Borrower, and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In addition to and without in any way limiting the foregoing, Guarantor Indemnitor hereby subordinates any and all indebtedness of Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor Indemnitor to all indebtedness of Borrower (and of each and every Individual Borrower) to Lender, and agrees agree with Lender that Guarantor Indemnitor shall not demand or accept any payment of principal or interest from any Individual Borrower, shall not claim any offset or other reduction of GuarantorIndemnitor’s obligations hereunder because of any such indebtedness and shall not take any action to obtain any of the collateral from the Loan until such time Loan; provided, however, that so long as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance there does not exist a default or Event of Default, or condition of event which, with the Loan Documentspassage of time or giving of notice, and there has expired the maximum possible period thereafter during which any payment or both, would constitute a default or Event of Default, a distribution of profits on a return of capital made by Borrower or others to Lender with respect to the Obligations could which may ultimately be received by Indemnitor shall not be deemed a preference under the Bankruptcy Codeto be indebtedness of, or payment of principal and interest from, Borrower. Further, Guarantor Indemnitor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the satisfaction by Guarantor Indemnitor of any liability hereunder, Guarantor until such time as the Loan has been fully and indefeasibly repaid, all obligations owed to Lender under the Loan Documents have been Exhibit 10.9 fully performed, and Lender has released, transferred or disposed of all of Lender’s right, title and interest in all collateral or security for the Loan, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the indebtedness evidenced by the Note could be deemed a preference under the United States Bankruptcy Code, Indemnitor shall not have any right of subrogation, contribution, reimbursement or indemnity whatsoever or any right of recourse to or with respect to the assets or property of any Individual Borrower or to any collateral for the Loan Loan. In connection with the foregoing, Indemnitor expressly waives, until such time as the Obligations Loan has been fully and indefeasibly repaid, all obligations owed to Lender under the Loan Documents have been indefeasibly paid fully performed, and Lender has released, transferred or disposed of all of Lender’ s right, title and interest in full in cash and satisfied in accordance with the Loan Documentssuch collateral or security, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations indebtedness evidenced by the Note could be deemed a preference under the United States Bankruptcy Code. In connection with the foregoing, Guarantor expressly waives any and all rights of subrogation to Lender against Borrower (and against each and any Individual Borrower), and Guarantor Indemnitor hereby waives any rights to enforce any remedy which Lender may have against any Individual Borrower Borrower, and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In addition to and without in any way limiting the foregoing, Guarantor Indemnitor hereby subordinates any and all indebtedness of Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor Indemnitor to all indebtedness of Borrower (and of each and every Individual Borrower) to Lender, and agrees agree with Lender that Guarantor Indemnitor shall not demand or accept any payment of principal or interest from any Individual Borrower, shall not claim any offset or other reduction of GuarantorIndemnitor’s obligations hereunder because of any such indebtedness and shall not take any action to obtain any of the collateral from the Loan until such time Loan; provided, however, that so long as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance there does not exist a default or Event of Default, or condition of event which, with the Loan Documentspassage of time or giving of notice, and there has expired the maximum possible period thereafter during which any payment or both, would constitute a default or Event of Default, a distribution of profits on a return of capital made by Borrower or others to Lender with respect to the Obligations could which may ultimately be received by Indemnitor shall not be deemed a preference under the Bankruptcy Codeto be indebtedness of, or payment of principal and interest from, Borrower. Further, Guarantor Indemnitor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the ------------------------------------------ satisfaction by Guarantor any Indemnitor of any liability hereunder, Guarantor Indemnitors shall not have any right of subrogationsubrogation (including any rights arising under California Civil Code Sections 2848 and 2849), contribution, reimbursement (including any rights arising under California Civil Code Section 2847), performance (including any rights arising under California Civil Code Section 2846), or indemnity whatsoever or any right of recourse to or with respect to New Borrower or the assets or property of any Individual New Borrower or to any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In connection with the foregoing, Guarantor Indemnitors expressly waives waive any and all rights of subrogation to of Lender against Borrower (and against each and any Individual New Borrower), and Guarantor Indemnitors hereby waives waive any rights to enforce any remedy which Lender may have against any Individual New Borrower and any right to participate in any collateral for the Loan until such time as Loan. The parties included in Indemnitors recognize that, pursuant to Section 580d of the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with California Code of Civil Procedure, Lender's realization through non-judicial foreclosure upon any real property constituting security for New Borrower's obligations under the Loan DocumentsDocuments could terminate any right of Lender to recover a deficiency judgment against New Borrower, thereby terminating subrogation rights which such parties otherwise might have against New Borrower. In the absence of an adequate waiver, such a termination of subrogation rights could create a defense to enforcement of this Agreement against such parties. Indemnitors hereby unconditionally and there has expired the maximum possible period thereafter during which irrevocably waive any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy Codesuch defense. In addition to and without in any way limiting the foregoing, Guarantor Indemnitors hereby subordinates subordinate any and all indebtedness of New Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor any Indemnitor to all indebtedness of New Borrower (and of each and every Individual Borrower) to Lender, and agrees with Lender that Guarantor Indemnitors shall not demand or accept any payment of principal or interest from any Individual New Borrower, shall not claim any offset or other reduction of Guarantor’s Indemnitors' obligations hereunder because of any such indebtedness and shall not take any action to obtain any of the collateral from the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. Further, Guarantor except in the event of Lender's gross negligence or willful misconduct, Indemnitors shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the satisfaction by Guarantor of any liability hereunder, until such time as the Loan has been fully and indefeasibly repaid, all obligations owed to Lender under the Loan Documents have been fully performed, and Lender has released, transferred or disposed of all of Lender's right, title and interest in all collateral or security for the Loan, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the indebtedness evidenced by the Note could be deemed a preference under the United States Bankruptcy Code, Guarantor shall not have any right of subrogation, contribution, reimbursement or indemnity whatsoever or any right of recourse to or with respect to the assets or property of any Individual Borrower or to any collateral for the Loan Loan. In connection with the foregoing, Guarantor expressly waives, until such time as the Obligations Loan has been fully and indefeasibly repaid, all obligations owed to Lender under the Loan Documents have been indefeasibly paid fully performed, and Lender has released, transferred or disposed of all of Lender's right, title and interest in full in cash and satisfied in accordance with the Loan Documentssuch collateral or security, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations indebtedness evidenced by the Note could be deemed a preference under the United States Bankruptcy Code. In connection with the foregoing, Guarantor expressly waives any and all rights of subrogation to Lender against Borrower (and against each and any Individual Borrower), and Guarantor hereby waives any rights to enforce any remedy which Lender may have against any Individual Borrower Borrower, and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In addition to and without in any way limiting the foregoing, Guarantor hereby subordinates any and all indebtedness of Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor to all indebtedness of Borrower (and of each and every Individual Borrower) to Lender, and agrees with Lender that Guarantor shall not demand or accept any payment of principal or interest from any Individual Borrower, shall not claim any offset or other reduction of Guarantor’s obligations hereunder because of any such indebtedness and shall not take any action to obtain any of the collateral from the Loan until such time Loan; provided, however, that so long as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documentsthere does not exist a Default or Event of Default, and there has expired the maximum possible period thereafter during which any payment a distribution of profits on a return of capital made by Borrower or others to Lender with respect to the Obligations could which may ultimately be received by Guarantor shall not be deemed a preference under the Bankruptcy Codeto be indebtedness of, or payment of principal and interest from, Borrower. Further, Guarantor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the ------------------------------------------ satisfaction by Guarantor Tenant or Parent of any liability hereunder, Guarantor neither Tenant nor Parent shall not have any right of subrogationsubrogation (including any rights arising under California Civil Code Sections 2848 and 2849), contribution, reimbursement (including any rights arising under California Civil Code Section 2847), performance (including any rights arising under California Civil Code Section 2846), or indemnity whatsoever or any right of recourse to or with respect to New Borrower or the assets or property of any Individual New Borrower or to any collateral for the Loan until such time as Loan. Indemnitors recognize that, pursuant to Section 580d of the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with California Code of Civil Procedure, Lender's realization through non-judicial foreclosure upon any real property constituting security for New Borrower's obligations under the Loan DocumentsDocuments could terminate any right of Lender to recover a deficiency judgment against New Borrower, thereby terminating subrogation rights which such parties otherwise might have against New Borrower. In the absence of an adequate waiver, such a termination of subrogation rights could create a defense to enforcement of this Agreement against such parties. Indemnitors hereby unconditionally and there has expired the maximum possible period thereafter during which irrevocably waive any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy Codesuch defense. In connection with the foregoing, Guarantor each of Tenant and Parent expressly waives any and all rights of subrogation to of Lender against Borrower (and against each and any Individual New Borrower), and Guarantor each of Tenant and Parent hereby waives any rights to enforce any and remedy which Lender may have against any Individual New Borrower and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In addition to and without in any way limiting the foregoing, Guarantor each of Tenant and Parent hereby subordinates any and all indebtedness of New Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor Tenant or Parent to all indebtedness of New Borrower (and of each and every Individual Borrower) to Lender, and agrees with Lender that Guarantor neither Tenant nor Parent shall not demand or accept any payment of principal or interest from any Individual New Borrower, shall not claim any offset or other reduction of Guarantor’s Tenant's Parent's obligations hereunder because of any such indebtedness and shall not take any action to obtain any of the collateral from the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. Further, Guarantor no Indemnitor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the satisfaction by Guarantor any Indemnitor of any liability hereunder, Guarantor no other Indemnitor shall not have any right of subrogation, contribution, reimbursement or indemnity whatsoever or any right of recourse to or with respect to the assets or property of any Individual Borrower other Indemnitor or to any collateral for Collateral, until the Loan until such time as the Obligations have been indefeasibly paid expiration of ninety-one (91) days after payment in full in cash and satisfied in accordance with of the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In connection with the foregoing, Guarantor each Indemnitor expressly waives waives, until the expiration of ninety-one (91) days after payment in full of the Loan, any and all rights of subrogation to Lender against Borrower (and against every other Indemnitor, each and any Individual Borrower), and Guarantor Indemnitor hereby waives any rights to enforce any remedy which Lender may have against any Individual Borrower other Indemnitor and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeCollateral. In addition to and without in any way limiting the foregoing, Guarantor each Indemnitor hereby subordinates any and all indebtedness of Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor it by any other Indemnitor (other than any such indebtedness that has been assigned to Lender or in which Lender has been granted a security interest or lien) to all indebtedness of Borrower (and of each and every Individual Borrower) all other Indemnitors to Lender, if any, and agrees with Lender that Guarantor no Indemnitor shall not demand or accept any payment of principal or interest from any Individual Borrowerother Indemnitor, shall not claim any offset or other reduction of Guarantor’s its obligations hereunder because of any such indebtedness and shall not indebtedness, or take any action to obtain any of the collateral from the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeCollateral. Further, Guarantor no Indemnitor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents.

No Subrogation; No Recourse Against Lender. Notwithstanding the satisfaction by Guarantor Indemnitor of any liability hereunder, Guarantor Indemnitor shall not have any right of subrogation, contribution, reimbursement or indemnity whatsoever or any right of recourse to or with respect to the assets or property of any Individual Borrower or to any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In connection with the foregoing, Guarantor Indemnitor expressly waives any and all rights of subrogation to Lender against Borrower (and against each and any Individual Borrower), and Guarantor Indemnitor hereby waives any rights to enforce any remedy which Lender may have against any Individual Borrower and any right to participate in any collateral for the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. In addition to and without in any way limiting the foregoing, Guarantor Indemnitor hereby subordinates any and all indebtedness of Borrower (and of each and any Individual Borrower) now or hereafter owed to Guarantor Indemnitor to all indebtedness of Borrower (and of each and every Individual Borrower) to Lender, and agrees with Lender that Guarantor Indemnitor (i) from and after the occurrence and during the continuance of an Event of Default shall not demand or accept any payment of principal or interest from any Individual Borrower, (ii) shall not claim any offset or other reduction of Guarantor’s Indemnitor's obligations hereunder because of any such indebtedness and (iii) shall not take any action to obtain any of the collateral from the Loan until such time as the Obligations have been indefeasibly paid in full in cash and satisfied in accordance with the Loan Documents, and there has expired the maximum possible period thereafter during which any payment made by Borrower or others to Lender with respect to the Obligations could be deemed a preference under the Bankruptcy CodeLoan. Further, Guarantor Indemnitor shall not have any right of recourse against Lender by reason of any action Lender may take or omit to take under the provisions of this Agreement or under the provisions of any of the Loan Documents. law Reservation of Rights. Nothing contained in this Agreement shall prevent or in any way diminish or interfere with any rights or remedies, including, without limitation, the right to contribution, which Lender may have against Borrower, Indemnitor or any other party under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (codified at Title 42 U.S.C. Section 9601 et seq.), as it may be amended from time to time, or any other applicable federal, state or local laws, all such rights being hereby expressly reserved.