Common use of Limited Damages Clause in Contracts

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.2, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreement, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this Agreement. Consequently, the Developer agrees that City shall not be liable to Developer for damages under this Agreement, and City agrees that Developer shall not be liable to City for damages under this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City shall have the right to recover actual damages only (and not consequential, punitive or special damages, each of which is hereby expressly waived) for (a) Developer’s failure to pay sums to City as and when due under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer’s failure to make payment due under any Indemnity in this Agreement, (2) the City shall have the right to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover attorneys’ fees and costs as set forth in Section 12.7, when awarded by a arbitrator or a court with jurisdiction. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this Agreement, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.29.4.3, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a Party as a result of a breach hereunder Default hereunder, and (iii) equitable remedies and remedies at law law, not including damages but including termination specific performance and termination, are particularly appropriate remedies for enforcement of this Agreement. Consequently, the Developer Xxxxxxxxx agrees that the City shall not be liable to Developer for damages under this Agreement, and the City agrees that Developer shall not be liable to the City for damages under this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City either Party shall have the right to recover actual damages only (and not consequential, punitive or special damages, each of which is hereby expressly waived) for (a) Developera Party’s failure to pay sums to City the other Party as and when due under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer’s failure to make payment due under any Indemnity in this Agreement, (2) the City shall have the right to recover any and all actual damages relating to for Developer’s failure to construct Public Improvements make any payment due under any indemnity in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements)this Agreement, and (3) either Party to the extent a court of competent jurisdiction determines that specific performance is not an available remedy with respect to an unperformed Community Benefit, the City shall have the right to recover attorneys’ fees and monetary damages equal to the costs that the City incurs or will incur to complete the Community Benefit as set forth in Section 12.7, when awarded determined by a arbitrator or a court with jurisdictionthe court. For purposes of the foregoing, “actual damages” shall mean means the actual amount of the sum due and owing under this Agreement, with interest as provided by lawLaw, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.2, 10.3.1.2 (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a any Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this Agreement. ConsequentlyExcept as otherwise expressly provided below to the contrary (and then only to the extent of actual damages and not consequential, punitive or special damages, each of which is hereby waived by the Developer agrees that City shall not Parties), no Party would have entered into or become a Party to this Agreement if it were to be liable to Developer for in damages under this Agreement. Consequently, and City agrees the Parties agree that Developer no Party shall not be liable in damages to City for damages under any other Party by reason of the provisions of this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City shall have the right to recover actual damages only (and not consequential, punitive or special damages, each shall be available as to breaches that arise out of which is hereby expressly waived) for (a) Developer’s the failure to pay sums to City as and when due under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer’s the failure to make payment due under any Indemnity indemnity in this Agreement, or (2c) the City shall have the right requirement to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover pay attorneys’ fees and costs as set forth in Section 12.7, 10.4 or when awarded required by a an arbitrator or a court with jurisdiction. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this Agreement, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.2, 10.3.1.2 (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a any Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this Agreement. ConsequentlyExcept as otherwise expressly provided below to the contrary (and then only to the extent of actual damages and not consequential, punitive or special damages, each of which is hereby waived by the Developer agrees that City shall not Parties), no Party would have entered into or become a Party to this Agreement if it were to be liable to Developer for in damages under this Agreement. Consequently, and City agrees the Parties agree that Developer no Party shall not be liable in damages to City for damages under any other Party by reason of the provisions of this Agreement, and each covenants not to sue xxx the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City shall have the right to recover actual damages only (and not consequential, punitive or special damages, each shall be available as to breaches that arise out of which is hereby expressly waived) for (a) Developer’s the failure to pay sums to City as and when due (1) under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer’s the failure to make payment due under any Indemnity indemnity in this Agreement, (2c) the City shall have the right requirement to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover pay attorneys’ fees and costs as set forth in Section 12.7, 10.4 or when awarded required by a arbitrator or a court with jurisdiction. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this Agreement, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.216.3.2, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a any Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this AgreementDDA. Except as otherwise expressly provided below to the contrary (and then only to the extent of actual damages and not consequential or special damages, each of which is hereby expressly waived by the Parties), no Party would have entered into or become a Party to this DDA if it were to be liable in damages under this DDA. Consequently, the Developer agrees Parties agree that City no Party shall not be liable in damages to Developer for damages under any other Party by reason of the provisions of this Agreement, and City agrees that Developer shall not be liable to City for damages under this AgreementDDA, and each covenants not to sue the other for or claim any damages under this Agreement DDA and expressly waives its right to recover damages under this AgreementDDA, except as follows: (1) the City shall have the right to recover actual damages only (and not consequential, punitive or special damages, each shall be available as to breaches that arise out of which is hereby expressly waived) for (a) Developer’s the failure to pay sums to City amounts as and when due and owing (1) under this AgreementDDA (including under the Financing Plan, the Below-Market Rate Housing Plan, the Community Benefits Plan, Article 5 (with respect to the Developer Stadium Contribution only) and Article 19), but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer’s failure to make payment due under any Indemnity in this Agreement, (2) the City shall have the right to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover attorneys’ fees and costs as set forth in Section 12.7, when awarded by a arbitrator or a court with jurisdiction. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this Agreement, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.DDA or

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.216.3.2, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a any Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this AgreementDDA. Consequently, Except as otherwise expressly provided below to the Developer agrees that City shall not be liable contrary (and then only to Developer for damages under this Agreement, and City agrees that Developer shall not be liable to City for damages under this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City shall have the right to recover extent of actual damages only (and not consequential, punitive or special damages, each of which is hereby waived by the Parties), no Party would have entered into or become a Party to this DDA if it were to be liable in damages under this DDA. Consequently, the Parties agree that no Party shall be liable in damages to any other Party by reason of the provisions of this DDA, and each covenants not to xxx the other for or claim any damages under this DDA and expressly waived) for waives its right to recover damages under this DDA, except as follows: actual damages only shall be available as to breaches that arise out of (a) Developer’s the failure to pay sums to City as and when due due (1) under this AgreementDDA (including under the Financing Plan, the Housing Plan, the Transition Housing Rules and Regulations, Community Facilities Obligations, the Transportation Plan Obligations, the Parks and Open Space Plan, the Infrastructure Plan, the Schedule of Performance and Article 19), but subject to any express conditions for such payment set forth in this DDA or (2) under any Acquisition and Reimbursement Agreement, and but subject to any express conditions for such payment as set forth therein, (b) Developer’s the failure to make payment due under any Indemnity indemnity in this AgreementDDA, (2c) the City shall have the right requirement to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover pay attorneys’ fees and costs as set forth in Section 12.728.5, or when awarded required by a arbitrator or a court with jurisdiction, and (d) to the extent damages are expressly permitted under any agreement among or between any of the Parties other than this DDA, including but not limited to any Permit to Enter. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this AgreementDDA, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.29.4.3, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a Party as a result of a breach hereunder Default hereunder, and (iii) equitable remedies and remedies at law not including damages but including specific performance and termination are particularly appropriate remedies for enforcement of this Agreement. Consequently, the Developer Xxxxxxxxx agrees that the City shall not be liable to Developer for damages under this Agreement, and the City agrees that Developer shall not be liable to the City for damages under this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City either Party shall have the right to recover actual damages only (and not consequential, punitive or special damages, each of which is hereby expressly waived) for (a) Developer’s a Party's failure to pay sums to City the other Party as and when due under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer’s failure to make payment due under any Indemnity in this Agreement, (2) the City shall have the right to recover any and all actual damages relating to for Developer’s 's failure to construct Public Improvements make any payment due under any indemnity in accordance with this Agreement, Developer would have incurred to complete, (3) for any Community Benefit for which specific performance is determined by a court of competent jurisdiction not to be an available remedy (and the City approved plans attached Exhibit does not include a liquidated damages remedy), except if and specifications and in accordance with all applicable laws (but only to the extent that directly or indirectly resulting from action or inaction by or on behalf of City or any City Agencies, the City first collects shall have the right to monetary damages according to proof against any securityDeveloper equal to the costs that would have been incurred by Developer to complete the Community Benefit, including but not limited to bonds, for such Public Improvements), and (34) either Party shall have the right to recover reasonable attorneys’ ' fees and costs as set forth in Section 12.79.6, when awarded by a arbitrator or a court with jurisdiction. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this Agreement, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.and

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.216.3.2, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a any Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this AgreementDDA. Except as otherwise expressly provided below to the contrary (and then only to the extent of actual damages and not consequential or special damages, each of which is hereby expressly waived by the Parties), no Party would have entered into or become a Party to this DDA if it were to be liable in damages under this DDA. Consequently, the Developer agrees Parties agree that City no Party shall not be liable in damages to Developer for damages under any other Party by reason of the provisions of this Agreement, and City agrees that Developer shall not be liable to City for damages under this AgreementDDA, and each covenants not to sue xxx the other for or claim any damages under this Agreement DDA and expressly waives its right to recover damages under this AgreementDDA, except as follows: (1) the City shall have the right to recover actual damages only (and not consequential, punitive or special damages, each shall be available as to breaches that arise out of which is hereby expressly waived) for (a) Developer’s the failure to pay sums to City amounts as and when due and owing (1) under this AgreementDDA (including under the Financing Plan, the Below-Market Rate Housing Plan, the Community Benefits Plan, Article 5 (with respect to the Developer Stadium Contribution only) and Article 19), but subject to any express conditions for such payment set forth in this DDA or (2) under any Acquisition and Reimbursement Agreement, and but subject to any express conditions for such payment as set forth therein, (b) Developer’s the failure to make payment due under any Indemnity Indemnification in this AgreementDDA, (2c) the City shall have the right requirement to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover pay attorneys’ fees and costs as set forth in Section 12.727.5, or when awarded required by a an arbitrator or a court with jurisdiction, and (d) to the extent damages are expressly permitted under any agreement among or between any of the Parties other than this DDA, including but not limited to any Permit to Enter. For purposes of the foregoing, “actual damages” shall mean the actual amount of the sum due and owing under this AgreementDDA, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sumsamount.

Limited Damages. The Parties have determined that except as set forth in this Section 12.4.213.5, (i) monetary damages are generally inappropriate and in no event shall the City be liable for any damages whatsoever for any breach of this Agreementinappropriate, (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a any Party as a result of a breach hereunder and (iii) equitable remedies and remedies at law not including damages but including termination are particularly appropriate remedies for enforcement of this AgreementLease. Consequently, the Developer agrees Parties agree that City no Party shall not be liable in damages to Developer for damages under any other Party by reason of the provisions of this Agreement, and City agrees that Developer shall not be liable to City for damages under this AgreementLease, and each covenants not to sue the any other Party for or claim any damages under this Agreement Lease and expressly waives its right to recover damages under this AgreementLease, except as follows: (1) the City shall have the right to recover actual damages only (and not consequential, punitive or special damages, each shall be available as to breaches that arise out of which is hereby expressly waived) for (a) Developer’s the failure to pay sums to City amounts as and when due and owing under this Agreement, Lease but subject to any express conditions for such payment set forth in this AgreementLease, and (b) Developer’s the failure to make payment due under any Indemnity indemnification in this AgreementLease, (2c) the City shall have the right requirement to recover any and all damages relating to Developer’s failure to construct Public Improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such Public Improvements), and (3) either Party shall have the right to recover pay attorneys’ ' fees and costs as set forth in Section 12.7, or when awarded required by a arbitrator or a court with jurisdiction, (d) any damages related to the use of the HAP contract payments contrary to the provisions of this Lease and (e) to the extent damages are expressly permitted under any agreement between Lessor and Lessee other than this Lease. For purposes of the foregoing, “"actual damages” " shall mean the actual amount of the sum due and owing under this AgreementLease, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sumsamount. The Parties acknowledge and agree that no Party would have entered into or become a Party to this Lease without this Section 13.5.