Common use of LIMITATIONS ON LANDLORD’S LIABILITY Clause in Contracts

LIMITATIONS ON LANDLORD’S LIABILITY. (A) If Landlord assigns its leasehold estate in the Prime Lease Premises, Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, Landlord shall not be required to perform any of the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunder. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) The term "Landlord" as used herein shall mean only the owner or owners, at the time in question, of the fee title of the Premises. If Landlord assigns transfers its leasehold estate interest in this Lease other than for security purposes, Landlord shall cause its assignee or transferee to assume the provisions of this Lease and Landlord shall deliver notice of such assignment or transfer and a copy of the effective instrument of transfer to Tenant within 15 business days after the date of transfer. Tenant shall be entitled to continue to pay Rent and give all notices to Landlord until Tenant has received the foregoing from Landlord. Landlord shall deliver all funds in which Tenant has an interest except those which are then in the Prime Lease Premisespossession of an insurance or condemnation trustee, including but not limited to Tenant's Security Deposit to Landlord's purchaser or assignee. From and after such transfer, Landlord shall be released of its obligations hereunder and shall have no further obligation to from all liability toward Tenant arising thereafter. Tenant shall then recognize and attorn from this Lease due to any act, occurrence or omission of Landlord's successors occurring after the transfer of Landlord's interest in this Lease, provided Landlord's purchaser or assignee expressly assumes Landlord's duties and covenants under this Lease subject to the same limitations upon its personal liability as are applicable to Landlord of this Subleasein Section 16.3. The Landlord's liability hereunder is limited to the extent agreed upon in Section 16.3 below, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated hereinexcept for Landlord's gross negligence or intentional misconduct, Landlord shall not be required to perform liable for any of the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance business interruption, property damage or personal injury (including death) sustained by Tenant or any person claiming through Tenant resulting from any accident, casualty, or other event or matter of any of its obligations under kind or nature occurring on or about the Prime Lease Premises and Tenant hereby waives and covenants not to bring any action based upon any claims or breach any provision of the Prime Lease pertaining to the Premises, such default shall losses for which Landlord is not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderliable as stated above. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. Notwithstanding Landlord's and/or its Affiliates' negligence (Awhether active or passive) If or breach of this Lease, Landlord assigns and its leasehold estate Affiliates shall not be liable for injury to Tenant's business or loss of income therefrom or for damage that may be sustained by the person, merchandise or Personal Property of Tenant, its employees, invitees, customers, agents or contractors or any other person in or about the Premises, caused by or resulting from fire, steam, electricity, gas, water or rain, which may leak or flow from or into any part of the Premises, or from the breakage, leakage, obstruction, failure, or other defects of the Utility Installations, Air Conditioning System, Chilled Water System, or other components of the Premises or H&H Project, or as a result of the exercise by Landlord of its rights under this Lease, except to the extent that such damage or loss is caused by Landlord's and/or its Affiliates' willful misconduct not otherwise covered by the insurance Tenant is required to carry under Section 13.1 or the insurance Tenant actually carries. Landlord makes no representations or warranties whatsoever with respect to any Air Conditioning System, Chilled Water System, or Utility Installations existing as of the date hereof or in the Prime Lease Premisesfuture. Notwithstanding Landlord's and/or its Affiliates' negligence (whether active or passive) or breach of this Lease, Landlord and its Affiliates shall not be released liable in damages or otherwise for any discontinuance, failure or interruption of its obligations hereunder service to the Premises of Utilities, the Air Conditioning System, the Chilled Water System, or any other services and Tenant shall have no further obligation right to Tenant arising thereafterterminate this Lease or withhold rent because of the same. Tenant shall then recognize Landlord and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, Landlord its Affiliates shall not be required liable for any damages arising from any use, act or failure to perform act of any other tenant or occupant of the H&H Project or any other third party associated with the H&H Project. In no event shall any of the covenants circumstances described herein be deemed to constitute constructive eviction of Tenant. In the event Tenant makes any Claim or asserts any cause of action against Landlord and/or its Affiliates as a result of Landlord's default: (a) Tenant's sole and obligations exclusive remedy shall be against the current rents, issues, profits, and other income Landlord receives from its operation of the Prime H&H Project, net of all current operating expenses, liabilities, reserves, and debt service associated with said operation ("Net Income" for purposes of this SECTION 14.3 only), (b) no other real, personal or mixed property of Landlord, wherever located, shall be subject to levy on any judgment obtained against Landlord, (c) if such Net Income is insufficient to satisfy any judgment, Tenant will not institute any further action, suit, Claim or demand, in law or in equity, against Landlord under for or on the Prime Lease. If the Prime Landlord shall default in the performance account of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premisessuch deficiency, such and (d) Landlord's default shall not constitute an actual consent by Landlord for Tenant to perform or constructive eviction nor result in any offsetobserve such terms, abatement covenants or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime conditions at Landlord's breachexpense. The limitations set forth in this SECTION 14.3 shall be applicable to, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory responseenforceable by, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderand/or its Affiliates. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) If Landlord assigns its leasehold estate in the Prime Lease Premises, Landlord shall be released of its obligations hereunder and shall have no further obligation personal liability with respect to Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, Landlord shall not be required to perform any of the covenants and obligations provisions of the Prime Landlord under the Prime this Lease. If the Prime Landlord shall is in default in the performance of any of with respect to its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such eventLease, Tenant shall promptly look solely to the equity of Landlord in the Property on which the Premises is located (including any sale or insurance proceeds thereof) for satisfaction of Tenant's remedies, if any, provided, however, that in the event the Premises are sold, Tenant must notify Landlord in writing of Prime any claim of Tenant within four (4) years of Tenant's receipt of notice from Landlord of the sale of the Premises. Tenant's failure to make a claim in writing under this Section 35 within such four (4) year period shall constitute a waiver of Tenant's rights under this Section 35. It is expressly understood and agreed that Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord liability under the Prime terms of this Lease for shall in no event exceed the enforcement amount of the Prime Landlord's obligations thereunder. (C) its interest in and to said Property. In no event shall any of the Landlord Parties be personally liable with respect to any of the provisions of this Lease and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant. Tenant further waives any and all rights to claim or bring an action for exemplary or punitive damages against Landlord or Landlord's Parties, and agrees that Landlord and Landlord's Parties shall have no liability for the same. Notwithstanding any contrary provision herein, neither Landlord nor the Landlord Parties shall be liable under any circumstances for injury or damage to, or interference with Tenant's business, including but not limited to Tenant for any indirect loss of profits, loss of revenues, loss of business opportunity, loss of goodwill, or consequential damagesloss of use, in each case, however occurring.

LIMITATIONS ON LANDLORD’S LIABILITY. It is expressly understood and agreed that notwithstanding anything in this Lease to the contrary, and notwithstanding any Applicable Regulations to the contrary, the liability of Landlord hereunder (Aincluding any successor landlord hereunder) If Landlord assigns its leasehold estate in the Prime Lease Premises, and any recourse by Tenant against Landlord shall be released limited solely and exclusively to the interest of its obligations hereunder Landlord in and to the Project. Neither Landlord nor Landlord's affiliates, members, managers, shareholders, officers, directors, agents, or employees shall have no further obligation any personal liability therefor, and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant. Tenant's rights to Tenant arising thereafterpursue Landlord's interest in the Project arise only after a judgment is entered in the applicable tribunal against Landlord. Tenant waives any right to record a lis pendens against any portion of the Premises. In the event of an alleged default by Landlord under this Lease, Tenant may in no event offset its rent, or perform Landlord's obligations (except in an emergency), or deduct any amounts from Tenant's rental obligations under this Lease; Tenant's sole remedies are to bring an appropriate action for specific performance against Landlord or to xxx Landlord for damages, and only after giving Landlord written notice and a reasonable period of time within which to cure its default. If Landlord sells or transfers any portion of the Premises, Landlord, on consummation of the sale or transfer, shall then recognize and attorn be released from any liability thereafter accruing under this Lease, except for any breach by Landlord prior to the consummation of the sale or transfer. If any security deposit or prepaid rent has been paid by Tenant, Landlord may transfer the security deposit or prepaid rent to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant successor-in-interest and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, on such transfer Landlord shall not be required to perform discharged from any of further liability arising from the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease security deposit or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderprepaid rent. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) A. Tenant acknowledges that Landlord has made no representations or warranties with respect to the Building or the Premises except as provided in this Sublease. B. If Landlord assigns its leasehold estate in the Prime Lease PremisesBuilding and the assignee assumes all of the obligations of Landlord under this Sublease (including without limitation the obligation to return to Tenant the Security Deposit in accordance with Section V above), Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafterthereafter (provided Prime Landlord consents to such assignment, if required by the Prime Lease). Tenant shall then recognize and attorn to Landlord's ’s assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, C. Landlord shall not be required to perform any of the covenants and obligations of the Prime Landlord under the Prime LeaseLease and, insofar as any of the obligations of the Landlord hereunder are required to be performed under the Prime Lease by the Prime Landlord, Tenant shall rely on and look solely to the Prime Landlord for the performance thereof (unless such failure or delay on the part of Prime Landlord is attributable to any breach, default or failure to act of Landlord). If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Sublease Rent or other charges due under this Sublease. In any such event, but Tenant shall promptly notify Landlord have the right, at Tenant’s sole expense and upon prior notice to Landlord, in the name of Prime Landlord's breach, and Landlord shall to make a any demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to or institute an any action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's ’s obligations thereunder. Landlord shall reasonably cooperate in obtaining Prime Landlord’s consent, provided that Landlord shall have no obligation to incur any costs or expenses (other than nominal costs and expenses and Prime Landlord’s customary fees for approval of the Sublease) in the exercise of such cooperation. In addition, Landlord will exercise all rights of Tenant under the Prime Lease for the benefit of Tenant, including any self-help and rental offset rights. (C) D. In no event shall Landlord or Tenant be liable to Tenant one another for any indirect or consequential damages; and the partners, officers, directors and employees of Landlord or Tenant shall have no individual liability for obligations under or arising out of this Sublease.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) If Landlord assigns its leasehold estate in the Prime Lease Premises, Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation as defined in this Lease, includes successors in interest. The term is intended to refer to the owner of a lease assignmentthe Premises at the time in question. If the Premises are sold, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except the new owner will automatically be substituted as otherwise expressly stated herein, the Landlord. Landlord shall not be required responsible or liable to perform Tenant for any loss or damage that may be occasioned by or through the acts or omissions of persons occupying adjoining areas or any part of the covenants and obligations area adjacent to or connected with the Premises or any part of the Prime Landlord under structures or improvements on the Prime Lease. If Premises for any loss or damage resulting to Tenant or its property from theft or a failure of the Prime Landlord shall default security systems, if any, in the performance of any of its obligations under the Prime Lease Premises or breach any provision of the Prime Lease pertaining to structures containing the Premises, or for any damage or loss of property within the Premises from any cause other than solely by reason of the willful act of Landlord, and no such default occurrence shall not constitute be deemed to be an actual or constructive eviction nor from the Premises or result in any offsetan abatement of rents. If Xxxxxxxx fails to perform this Lease and as a result Xxxxxx recovers a money judgment against Landlord, abatement the judgment will be satisfied out of the execution and sale of Landlord’s interest in the Property or deduction by garnishment against the Base Rent, Additional Rent rents or other charges due under this Subleaseincome from the Property. In Landlord is not liable for any such eventdeficiency. This section constitutes Tenant’s sole and exclusive remedy for breach. Conditioned solely on the sale of the Property, Xxxxxx agrees to the following release in favor of its then former landlord. Effective on the first anniversary of the date on which Tenant is given notice of the sale, Tenant shall promptly notify Landlord releases its former landlord from all claims except those expressly preserved in this section. This release is intended to be broadly construed for the benefit of Prime Landlord's breachthe former landlord and includes (a) all claims regarding the performance of this Lease; (b) all claims for bodily injury or property damage relating to the Premises; and (c) all claims in any other way relating to the Lease, and Landlord shall make a demand upon Prime Landlordthe Premises, or the landlord-tenant relationship. If However, this demand release does not result extend to any claim filed in a satisfactory response, Landlord may elect to institute an action court of appropriate jurisdiction within one year of the date of sale or proceeding, in accordance with and not contrary to any provision of claim for bodily injury or property damage resulting from the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderformer landlord’s gross negligence or intentional misconduct. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. It is expressly understood and agreed that notwithstanding anything in this Lease to the contrary, and notwithstanding any Applicable Regulations to the contrary, the liability of Landlord hereunder (Aincluding any successor landlord hereunder) If Landlord assigns its leasehold estate in the Prime Lease Premises, and any recourse by Tenant against Landlord shall be released limited solely and exclusively to the interest of its obligations hereunder Landlord in and to the Project. Neither Landlord nor Landlord's affiliates, members, managers, shareholders, officers, directors, agents, or employees shall have no further obligation any personal liability therefor, and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant. Tenant’s rights to Tenant arising thereafterpursue Landlord’s interest in the Project arise only after a judgment is entered in the applicable tribunal against Landlord. Tenant waives any right to record a lis pendens against any portion of the Premises. In the event of an alleged default by Landlord under this Lease, Tenant may in no event offset its rent, or perform Landlord’s obligations (except in an emergency), or deduct any amounts from Tenant’s rental obligations under this Lease; Tenant’s sole remedies are to bring an appropriate action for specific performance against Landlord or to xxx Landlord for damages, and only after giving Landlord written notice and a reasonable period of time within which to cure its default. If Landlord sells or transfers any portion of the Premises, Landlord, on consummation of the sale or transfer, shall then recognize and attorn be released from any liability thereafter accruing under this Lease, except for any breach by Landlord prior to the consummation of the sale or transfer. If any security deposit or prepaid rent has been paid by Tenant, Landlord may transfer the security deposit or prepaid rent to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant successor-in-interest and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, on such transfer Landlord shall not be required to perform discharged from any of further liability arising from the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease security deposit or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderprepaid rent. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) A. Tenant acknowledges that Landlord has made no representations or warranties with respect to the Building or the Premises or the Project except as provided in this Sublease. B. If Landlord assigns its leasehold estate in the Prime Lease PremisesBuilding and the assignee assumes all of the obligations of Landlord under this Sublease (including without limitation the obligation to return to Tenant the Security Deposit in accordance with Section V above), Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's ’s assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, C. Landlord shall not be required to perform any of the covenants and obligations of the Prime Landlord under the Prime LeaseLease and, insofar as any of the obligations of the Landlord hereunder are required to be performed under the Prime Lease by the Prime Landlord, Tenant shall rely on and look solely to the Prime Landlord for the performance thereof (unless such failure or delay on the part of Prime Landlord is attributable to any breach, default or failure to act of Landlord). If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Sublease Rent or other charges due under this Sublease. In any such event, but Tenant shall promptly notify Landlord have the right, at Tenant’s sole expense and upon prior notice to Landlord, in the name of Prime Landlord's breach, and Landlord shall to make a any demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to or institute an any action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's ’s obligations thereunder. Landlord shall reasonably cooperate in obtaining Prime Landlord’s consent, provided that Landlord shall have no obligation to incur and costs or expenses in the exercise of such cooperation. (C) D. In no event shall Landlord be liable to Tenant for any indirect or consequential damages; and the shareholders, officers, directors and employees of Landlord shall have no individual liability for Landlord’s obligations under or arising out of this Sublease.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) If Landlord assigns its leasehold estate Tenant shall neither assert nor seek to enforce any claim for breach of this Lease against any of Landlord's assets other than Landlord's interest in the Prime Lease PremisesProperty and the uncollected rents, issues and profits therein, and, subject to the rights of any mortgagee of Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafter. Tenant shall then recognize and attorn which is unrelated to Landlord's assignee as , and of Landlord to use such proceeds or awards for reconstruction, the insurance proceeds and taking awards therefor, Tenant agrees to look solely to such interest for the satisfaction of any liability of Landlord under this Sublease. The Lease, it being specifically agreed that neither Landlord, upon serious contemplation nor any successor holder of a lease assignmentLandlord's interest hereunder, agrees nor any beneficiary of any Trust of which any person from time to promptly notify time holding Landlord's interest is Trustee, nor any such Trustee, nor any member, manager, partner, director or stockholder of Landlord or of Boston Properties, L.P. nor Landlord's managing agent shall ever be personally liable for any such liability. This paragraph shall not limit any right that Tenant and might otherwise have to keep Tenant informed obtain injunctive relief against Landlord or Landlord's successors-in-interest, or to take any other action which shall not involve the personal liability of Landlord, or of any successor holder of Landlord's interest hereunder, or of any beneficiary of any trust of which any person from time to time holding Landlord's interest is Trustee, or of any such Trustee, or of any manager, member, partner, director or stockholder of Landlord or of Landlord's managing agent, to respond in that regardmonetary damages from Landlord's assets other than Landlord's interest in the Property, as aforesaid. (B) Except as otherwise expressly stated hereinIn no event shall Landlord, Landlord shall not Boston Properties, Inc., or Boston Properties Limited Partnership ever be required to perform liable for any indirect or consequential damages or loss of profits or the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderlike. (C) In no event shall Landlord be liable agrees that notwithstanding any transfer of the Property, or Landlord's interest in the Property, prior to Tenant for any the occurrence of the last Rent Commencement Date, Boston Properties Limited Partnership shall, throughout the performance of the Landlord's Work, continue to have either a direct or indirect or consequential damagesinterest in the ownership of the Property, and Boston Properties Limited Partnership will have the authority to act on behalf of the Landlord entity in connection with all matters relating to the performance of Landlord's Work and the development of the Property.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) If Landlord assigns its leasehold estate shall ----------------------------------- indemnify Tenant against and hold Tenant harmless from any and all costs, claims or liability arising from tortious acts or omissions of Landlord, provided that such acts or omissions constitute gross negligence or willful misconduct by Landlord, and from claims in tort arising with respect to the Prime Lease PremisesProperty that occurred prior to the commencement of this Lease. Landlord shall defend Tenant against any such cost, claim or liability at Landlord's expense with counsel reasonably acceptable to Tenant or, at Tenant's election, Landlord shall be released of its obligations hereunder and shall have no further obligation to reimburse Tenant arising thereafterfor any legal fees or costs incurred by Tenant in connection with any such claim, on a periodic basis as billed by counsel. Tenant shall then recognize and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, Landlord shall not be required liable for any damage or injury to perform the person, business (or any loss of income therefrom), goods, wares, merchandise or other property of Tenant, Tenant's employees, invitees, customers or any other person in or about the covenants and obligations Property, whether such damage or injury is caused by or results from: (a) fire, steam, electricity, water, gas or rain; (b) the breakage, leakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures or any other cause; (c) conditions arising in or about the Prime Landlord under Property or upon other portions of any building of which the Prime LeaseProperty is a part, or from other sources of places; or (d) any act or omission of any other tenant of any building of which the Property is a part. If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In be liable for any such eventdamage or injury even though the cause of or the means of repairing such damage or injury are not accessible to Tenant. The provisions of this Section 6.2 shall not, Tenant shall promptly notify however, exempt Landlord of Prime from liability for Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action gross negligence or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderwillful misconduct. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. (Aa) If The Tenant hereby assumes the risk of loss or damage to any personal property of Tenant or others used or stored in or at the Demised Premises or at any other real property owned or operated by the Landlord assigns or its leasehold estate affiliates caused by fire, water, theft, war, vermin, flood, or any other casualty or peril normally included in a multi-peril all risk insurance policy with minimum allowable specific peril or casualty exclusions, agrees not to look to the Prime Lease Landlord or its allied or affiliated corporations, partnerships or individuals for indemnification for the same, and hereby releases the Landlord from any liability for any such loss or damage, and indemnifies and holds Landlord harmless from any claim by any third party concerning the loss of or damage to such property in or about the Demised Premises, Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation of a lease assignment, Tenant agrees to promptly notify look solely to third parties, its insurer, if any, or itself for compensation for such loss or damage. If the Tenant chooses not to self-insure against any or all such perils or casualties, and obtains insurance against such loss or damage from a commercial carrier, or other third party, the Tenant further agrees that each such policy shall contain the following provision, or one to keep Tenant informed in that regardsimilar effect: Any written agreement or release from liability entered into by the insured prior to any loss hereunder shall not affect this policy or the right of the insured to recover hereunder. The insurer hereby waives its right to recover from the Landlord or Landlord’s allied or affiliated corporations, partnerships or individuals by way of subrogation or otherwise for any loss payable under this policy. (Bb) Except as otherwise expressly stated herein, The Landlord shall not be required responsible for the loss of or damage to perform any of property, or injury to persons, occurring in or about the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance Demised Premises, by reason of any existing or future condition, defect, matter or thing in said Demised Premises or the Property of its obligations under which the Prime Lease Demised Premises are a part, or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement acts, omissions or negligence of any person or entity in and about the Prime Landlord's obligations thereundersaid Property. The Tenant agrees to indemnify and save the Landlord harmless from all claims and liability for losses of or damage to property, or injuries to persons occurring in or about the Demised Premises or Property. (Cc) In no event shall Landlord be liable for punitive, special, exemplary, consequential or incidental damages (including but not limited to lost profits). If Landlord shall breach any of the provisions hereof, Landlord shall only be liable to Tenant for monetary damages and Landlord’s liability shall in no event exceed the Landlord’s interest in the Demised Premises as of the date of Landlord’s breach; and Tenant expressly agrees that any indirect judgment or consequential damagesaward which it may obtain against Landlord shall be recoverable and satisfied solely out of the right, title and interest of Landlord in the Demised Premises and Tenant shall have no rights of lien or levy against any other property of Landlord, nor shall any other property or assets of the Landlord or affiliates (or its shareholders, partners, members, officers, directors, or equity owners of Landlord or its affiliates) be subject to levy, execution or other enforcement proceedings for the collection of any such sums or satisfaction of any such judgment or award. (d) The parties acknowledge that Landlord does or may from time to time utilize the services of a building manager (the “Building Manager”) for the management and administration of the Demised Premises. It is expressly understood and agreed that all limitations on availability of damages from or the liability of the Landlord as set forth in this lease shall apply with equal force and effect to the Building Manager.

LIMITATIONS ON LANDLORD’S LIABILITY. The term “Landlord” as used herein shall mean only the owner or owners at the time in question of the fee title of the Premises. In the event of any transfer of such title or interest, Landlord herein named (Aand in case of any subsequent transfers then the grantor) If Landlord assigns its leasehold estate shall be relieved from and after the date of such transfer of all liability as respects Landlord’s obligations thereafter to be performed, so long as any funds in the Prime hands of Landlord or the then grantor at the time of such transfer, in which Tenant has an interest, shall be delivered or credited to the grantee. The obligations contained in this Lease Premisesto be performed by Landlord shall, subject as aforesaid, be binding on Landlord’s successors and assigns, only during their respective periods of ownership. For any breach of this Lease by Landlord, the liability of Landlord (including all persons and entities that comprise Landlord, and any successor Landlord) and any recourse by Tenant against Landlord shall be released limited to the interest of its obligations hereunder Landlord, and shall have no further obligation Landlord’s successors in interest, in and to Tenant arising thereafterthe Project (together with any rent, sales, insurance and condemnation proceeds actually received by Landlord and not subject to any superior rights of third parties). Tenant shall then recognize Except as provided in the immediately foregoing sentence, Tenant, on behalf of itself and attorn to Landlord's assignee as all persons claiming by, through, or under Tenant, expressly waives and releases Landlord and each member, agent and employee of Landlord from any personal liability for breach of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regardLease. (B) Except as otherwise expressly stated herein, Landlord shall not be required to perform any of the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance of any of its obligations under the Prime Lease or breach any provision of the Prime Lease pertaining to the Premises, such default shall not constitute an actual or constructive eviction nor result in any offset, abatement or deduction against the Base Rent, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunder. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. 15.1 The Landlord’s obligations and duties in respect of the carrying out and completion of the Works and generally in relation to the Demised Premises shall be exclusively limited to the contractual obligations and duties contained in this Agreement. 15.2 Subject to clause 15.3, the obligations of the Landlord contained in this Agreement (Aother than as set out in clause 12) If are personal to the Landlord assigns its leasehold estate named in this Agreement and shall not be enforceable against any successor in title to the Landlord’s interest in the Prime Lease Premises, Demised Premises or any other person. 15.3 The Landlord shall (subject to paying the Tenant’s reasonable and proper legal fees) be released entitled on one occasion only to novate the obligations of the Landlord under this Agreement to any Group Company of the Landlord which at the same time takes an assignment of the Superior Lease or otherwise is granted an interest in the Demised Premises in immediate reversion to the interest to be granted to the Tenant and which is of at least equal covenant strength to the Landlord at the date of this Agreement and subsequently such Group Company shall (subject to paying the Tenant’s reasonable and proper legal fees be entitled on one occasion only to novate the obligations of the Group Company as Landlord under this Agreement to any Group Company of the Landlord which at the same time takes an assignment of the Superior Lease or otherwise is granted an interest in the Demised Premises in immediate reversion to the interest to be granted to the Tenant and which is of at least equal covenant strength to the Landlord at the date of this Agreement. The deed of novation shall be in a form reasonably required by the Landlord and approved by the Tenant (such approval not to be unreasonably withheld or delayed). 15.4 From and including the Certificate Date until the date of the issue of the Notice of Completion of Making Good, the sole liability and obligation of the Landlord to the Tenant in respect of its obligations hereunder and liabilities under paragraphs 3.1 to 3.3 (inclusive) of Schedule 1 Part 1 shall be limited to the obligations of the Landlord under paragraphs 16.9 and 18 of Schedule 1 Part 1. 15.5 Subject to the Landlord complying with paragraph 17 (Warranties) of Schedule 1 Part 1, the sole liability and obligation of the Landlord to the Tenant in respect of its obligations and liabilities under paragraphs 3.1 to 3.3 (inclusive) of Schedule 1 Part 1 shall cease on the date of the issue of the Notice of Completion of Making Good, except in relation to any claim made against or notified to the Landlord prior to the issue of the Notice of Completion of Making Good and in respect of which the Tenant has provided such particulars and substantiation as is reasonable in the circumstances. 15.6 Notwithstanding any other term of this Agreement, the Landlord shall have no further obligation liability to the Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's assignee as Landlord in respect of this Sublease. The Landlord, upon serious contemplation of a lease assignment, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except as otherwise expressly stated herein, Landlord shall not be required to perform any breach of the covenants and obligations of the Prime Landlord under the Prime Lease. If the Prime Landlord shall default in the performance of any of its Landlord’s obligations under the Prime Lease or breach any provision this Agreement for loss of the Prime Lease pertaining to the Premisesprofit, such default shall not constitute an actual or constructive eviction nor result in any offsetloss of contract, abatement or deduction against the Base Rentbusiness interruption loss, Additional Rent or other charges due under this Sublease. In any such event, Tenant shall promptly notify Landlord of Prime Landlord's breach, and Landlord shall make a demand upon Prime Landlord. If this demand does not result in a satisfactory response, Landlord may elect to institute an action or proceeding, in accordance with and not contrary to any provision of the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderconsequential and/or indirect loss. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.

LIMITATIONS ON LANDLORD’S LIABILITY. (A) If Landlord assigns its leasehold estate in the Prime Lease Premises, Landlord shall be released of its obligations hereunder and shall have no further obligation to Tenant arising thereafter. Tenant shall then recognize and attorn to Landlord's assignee as Landlord of this Sublease. The Landlord, upon serious contemplation as defined in this Lease, includes successors in interest. The term is intended to refer to the owner of a lease assignmentthe Premises at the time in question. If the Premises are sold, agrees to promptly notify Tenant and to keep Tenant informed in that regard. (B) Except the new owner will automatically be substituted as otherwise expressly stated herein, the Landlord. Landlord shall not be required responsible or liable to perform Tenant for any loss or damage that may be occasioned by or through the acts or omissions of persons occupying adjoining areas or any part of the covenants and obligations area adjacent to or connected with the Premises or any part of the Prime Landlord under structures or improvements on the Prime Lease. If Premises for any loss or damage resulting to Tenant or its property from theft or a failure of the Prime Landlord shall default security systems, if any, in the performance of any of its obligations under the Prime Lease Premises or breach any provision of the Prime Lease pertaining to structures containing the Premises, or for any damage or loss of property within the Premises from any cause other than solely by reason of the willful act of Landlord, and no such default occurrence shall not constitute be deemed to be an actual or constructive eviction nor from the Premises or result in any offsetan abatement of rents. If Xxxxxxxx fails to perform this Lease and as a result Xxxxxx recovers a money judgment against Landlord, abatement the judgment will be satisfied out of the execution and sale of Landlord’s interest in the Property or deduction by garnishment against the Base Rent, Additional Rent rents or other charges due under this Subleaseincome from the Property. In Landlord is not liable for any such eventdeficiency. This section constitutes Tenant’s sole and exclusive remedy for breach. Conditioned solely on the sale of the Property, Xxxxxx agrees to the following release in favor of its then former landlord. Effective on the first anniversary of the date on which Tenant is given notice of the sale, Tenant shall promptly notify Landlord releases its former landlord from all claims except those expressly preserved in this section. This release is intended to be broadly construed for the benefit of Prime Landlord's breachthe former landlord and includes (a) all claims regarding the performance of this Lease; (b) all claims for bodily injury or property damage relating to the Premises; and (c) all claims in any other way relating to the Lease, and Landlord shall make a demand upon Prime Landlordthe Premises, or the landlord-tenant relationship. If However, this demand release does not result extend to any claim filed in a satisfactory response, Landlord may elect to institute an action court of appropriate jurisdiction within one year of the date of sale or proceeding, in accordance with and not contrary to any provision of claim for bodily injury or property damage resulting from the Prime Lease, against the Prime Landlord under the Prime Lease for the enforcement of the Prime Landlord's obligations thereunderformer landlord’s gross negligence or intentional misconduct. (C) In no event shall Landlord be liable to Tenant for any indirect or consequential damages.