Exculpation for Liability Clause Samples
An Exculpation for Liability clause serves to limit or eliminate a party's legal responsibility for certain actions or omissions under a contract. Typically, this clause specifies scenarios where one party cannot be held liable for damages, losses, or claims arising from specified events, such as negligence (excluding gross negligence or willful misconduct) or unforeseen circumstances. By clearly defining the boundaries of liability, this clause protects parties from excessive or unintended legal exposure, thereby allocating risk and providing certainty regarding potential liabilities.
Exculpation for Liability. None of the Seller’s members, officers, directors, agents, employees, affiliates, investment advisors or trustees shall have any personal liability of any kind or nature, nor shall Purchaser have the right to receive any judgment or otherwise recover against the assets of the aforesaid, under or arising out of or in any way relating to this Agreement and the transactions contemplated under this Agreement. Purchaser hereby waives for itself and anyone who may claim by, through or under Purchaser any and all rights to ▇▇▇ or recover on account of any such alleged personal liability or to receive any judgment or otherwise recover against the assets of any member, officer, director, agent, employee, affiliate, investment advisor or trustee of Seller.
Exculpation for Liability. None of the Seller’s members, managers, officers, directors, agents, employees, affiliates, investment advisors or trustees shall have any personal liability of any kind or nature, nor shall Purchaser have the right to receive any judgment or otherwise recover against the assets of the aforesaid, under or arising out of or in any way relating to this Agreement and the transactions contemplated under this Agreement. Purchaser hereby waives for itself and anyone who may claim by, through or under Purchaser any and all rights to ▇▇▇ or recover on account of any such alleged personal liability or to receive any judgment or otherwise recover against the assets of any member, manager, officer, director, agent, employee, affiliate, investment advisor or trustee of Seller. None of the Purchaser’s members, managers, officers, directors, agents, employees, affiliates, investment advisors or trustees shall have any personal liability of any kind or nature, nor shall Seller have the right to receive any judgment or otherwise recover against the assets of the aforesaid, under or arising out of or in any way relating to this Agreement and the transactions contemplated under this Agreement. Seller hereby waives for itself and anyone who may claim by, through or under Seller any and all rights to ▇▇▇ or recover on account of any such alleged personal liability or to receive any judgment or otherwise recover against the assets of any member, manager, officer, director, agent, employee, affiliate, investment advisor or trustee of Purchaser. LEGAL02/39345998v7
Exculpation for Liability. No constituent partner or member in or agent of Summit or Investor, nor any advisor, trustee, director, officer, employee, beneficiary, shareholder, member, partner, participant, representative or agent of any partnership, limited liability company, corporation, trust or other entity that has or acquires a direct or indirect interest in Summit or Investor, shall have any personal liability, directly or indirectly, under or in connection with this Agreement or any agreement made or entered into under or pursuant to the provisions of this Agreement, or any amendment or amendments to any of the foregoing made at any time or times, heretofore or hereafter, and each Party to this Agreement and their successors and assigns and, without limitation, all other persons and entities, shall look solely to the other Party’s assets for the payment of any claim or for any performance, and each Party, on behalf of itself and its successors and assigns, hereby waives any and all such personal liability.
Exculpation for Liability. 57
(a) Except as expressly set forth in any Transaction Document, no Associated Person shall have any personal liability or other liability to any Party relative to or in connection with any Transaction Document or the Transactions.
(b) Notwithstanding any provisions of this Agreement to the contrary, from and after the payment of the Deposit to Escrow Agent in accordance with Section 2.2, the total liabilities and obligations of Purchaser arising in connection with or out of this Agreement shall be limited to the collective investment assets of the Fund pursuant to the Financial Investment Services and Capital Markets Act of Korea (which, for the avoidance of doubt, will be deemed from and after Closing to include the direct and indirect interests of Purchaser and the Fund in the Property and their direct and indirect Equity Interests in the Target Company Group Members).