Common use of Recourse Against Certain Parties Clause in Contracts

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partner, stockholder, incorporator, authorized representative, officer, employee or director of the Seller by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Seller contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Seller, and that no personal liability whatsoever shall attach to or be incurred by any partner, stockholder, incorporator, authorized representative, officer, employee or director of the Seller, or any of them, under or by reason of any of the obligations, covenants or agreements of the Seller contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each partner, stockholder, incorporator, authorized representative, officer, employee or director of the Seller, or any of them, for breaches by the Seller of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood otherwise; IT BEING EXPRESSLY AGREED AND UNDERSTOOD that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) SECTION 7.8 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representativemember, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporatormember, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporatormember, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 14.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at in equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 13.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller Note Purchasers as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of any Note Purchasers or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller any Note Purchasers or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller Note Purchasers contained in this Agreement and all of the other agreements, instruments and documents entered into by it each such Note Purchaser pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Note Purchaser, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of any Note Purchaser or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellerany Note Purchaser or of any such administrator, as such, or any of other them, under or by reason of any of the obligations, covenants or agreements of the Seller any such Note Purchaser contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of every such administrator of any Note Purchaser and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellerany such Note Purchaser or of any such administrator, or any of them, for breaches by the Seller any Note Purchaser of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 10.09 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, including without limitation, limitation the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement the Operative Agreements or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement the Operative Agreements and all of the other agreements, instruments and documents entered into by it pursuant hereto thereto or in connection herewith therewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement the Operative Agreements or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreementthe Operative Agreements. The provisions of this Section 10.8(a) section shall survive the termination of this Agreementthe Operative Agreements.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Purchaser as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Purchaser or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Purchaser or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such -------- --------- ------ --- ---------- Purchaser contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Purchaser, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Purchaser or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Purchaser or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Purchaser contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of every such administrator of such Purchaser and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Purchaser or of any such administrator, or any of them, for breaches by the Seller such Purchaser of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 11.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller as contained in this Contribution Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partner, stockholder, administrator of the Seller or any incorporator, authorized representativeshareholder, officer, employee or director of the Seller or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly expressly, agreed and understood that the agreements of the Seller contained in this Contribution Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith Loan Documents are, in each case, solely the corporate obligations of the Seller, and that no personal liability whatsoever shall attach to or be incurred by any partner, stockholder, administrator of the Seller or any incorporator, authorized representative, officer, employee or director of the SellerSeller or of any such administrator, as such, or any of them, under or by reason of any of the obligations, covenants or agreements of the Seller contained in this Contribution Agreement or in any and the other such instruments, documents or agreementsLoan Documents, or which are implied therefrom, and that any and all personal liability of every such administrator of the Seller and each partner, stockholder, incorporator, authorized representativemember, officer, employee or director of the SellerSeller or of any such administrator, or any of them, for breaches by the Seller of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Contribution Agreement. The provisions of this Section 10.8(a8.8(a) shall survive the termination of this Contribution Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 11.6 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or -95- document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 14.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partnermanager or administrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such manager or administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partnermanager or administrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such manager or administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of every such manager or administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such manager or administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 11.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, 117 stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at in equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 14.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, including the payment of any fees or any other obligations) of the Seller Administrative Agent, the Collateral Custodian, the Backup Servicer or any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partnermanager or administrator of such Person or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Person or of any such manager or administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller Administrative Agent, the Collateral Custodian, the Backup Servicer and any Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Person, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of any such Person or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Person or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Person contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Person and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Person or of any such administrator, or any of them, for breaches by the Seller such Person of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partnermember, stockholdermanager, incorporator, authorized representative, officer, employee or director of the Seller by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Seller contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Seller, and that no personal liability whatsoever shall attach to or be incurred by any partnermember, stockholdermanager, incorporator, authorized representative, officer, employee or director of the Seller, or any of them, under or by reason of any of the obligations, covenants or agreements of the Seller contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each partnermember, stockholdermanager, incorporator, authorized representative, officer, employee or director of the Seller, or any of them, for breaches by the Seller of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a10.9(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partnermanager or administrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such manager or administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partnermanager or administrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such manager or administrator, as such, or any other of them, under or by reason of any of the obligations, . covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of every such manager or administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute 95 101 or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at in equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 14.11 shall survive the termination of this Agreement.. 115

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of 101 any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 14.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured 100 Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 14.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partnermanager or administrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such manager or administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partnermanager or administrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such manager or administrator, as such, or any other of them, under or by reason of any of the obligations, . covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of every such manager or administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute 100 106 or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partner‑ 99 ‑ administrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at in equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a) 13.11 shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller as contained in this Agreement Agreement, any other Facility Document or any other agreement, instrument or document entered into by it pursuant hereto to or in connection herewith with this Agreement or any other Facility Document shall be had against any partner, stockholder, incorporator, partner, member, manager, authorized representative, officer, employee employee, personnel or director of the Seller by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise it being expressly agreed and understood that the agreements of the Seller contained in this Agreement Agreement, any other Facility Document and all of the other agreements, instruments and documents entered into by it pursuant hereto to or in connection herewith with this Agreement or any other Facility Document are, in each case, solely the corporate obligations of the Seller, and that no personal liability whatsoever shall attach to or be incurred by any partner, stockholder, incorporator, partner, member, manager, authorized representative, officer, employee employee, personnel or director of the Seller, or any of them, under or by reason of any of the obligations, covenants or agreements of the Seller contained in this Agreement Agreement, any other Facility Document or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each partner, stockholder, incorporator, partner, member, manager, authorized representative, officer, employee employee, personnel or director of the Seller, or any of them, for breaches by the Seller of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. The provisions of this Section 10.8(a8.08(a) shall survive the termination of this Agreement.

Recourse Against Certain Parties. (a) No recourse under or with respect to any obligation, covenant or agreement (including, including without limitation, limitation the payment of any fees or any other obligations) of the Seller any Secured Party as contained in this Agreement the Operative Agreements or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any partneradministrator of such Secured Party or any incorporator, affiliate, stockholder, incorporator, authorized representative, officer, employee or director of the Seller such Secured Party or of any such administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise otherwise; it being expressly agreed and understood that the agreements of the Seller such Secured Party contained in this Agreement the Operative Agreements and all of the other agreements, instruments and documents entered into by it pursuant hereto thereto or in connection herewith therewith are, in each case, solely the corporate obligations of the Sellersuch Secured Party, and that no personal liability whatsoever shall attach to or be incurred by any partneradministrator of such Secured Party or any incorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, as such, or any other of them, under or by reason of any of the obligations, covenants or agreements of the Seller such Secured Party contained in this Agreement the Operative Agreements or in any other such instruments, documents or agreements, or which that are implied therefrom, and that any and all personal liability of every such administrator of such Secured Party and each partnerincorporator, stockholder, incorporator, authorized representativeaffiliate, officer, employee or director of the Sellersuch Secured Party or of any such administrator, or any of them, for breaches by the Seller such Secured Party of any such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreementthe Operative Agreements. The provisions of this Section 10.8(a) section shall survive the termination of this Agreementthe Operative Agreements.