Common use of No Liability of Agent or Lenders Clause in Contracts

No Liability of Agent or Lenders. Whether or not Agent elects to employ any or all of the remedies pursuant to the Loan Documents or otherwise available to it at law or equity upon the occurrence of an Event of Default, neither Agent nor Lenders shall be liable for the construction of or failure to construct, complete or repair any improvements, or with respect to any other rights or obligations of Loan Parties or their Affiliates, including the rights and obligations of Loan Parties in, to or under any Permitted Encumbrance, the Hotel Franchise Agreement or the Management Agreement, or to protect the Premises or the Collateral, or for payment of any expense incurred in connection with the exercise of any remedy available to Agent or for the performance or non-performance of any other obligation of Loan Parties. It is expressly understood that Agent and Lenders assume no liability or responsibility for (i) performance of any obligations or duties of Loan Parties hereunder or under any of the other Loan Documents, the Ground Leases, the Hotel Franchise Agreement, any Leases or the Management Agreement, (ii) compliance with any Legal Requirements or (iii) any other matters pertaining to control over the management and affairs of Loan Parties or the use, operation, management or ownership of the Premises or the Collateral, nor by any such action shall Agent or any Lender be deemed to create a partnership or joint venture with Loan Parties, provided that Lenders and Agent shall be liable for either or both of their gross negligence and willful misconduct.

No Liability of Agent or Lenders. Whether or not Agent elects to employ any or all of the remedies pursuant to the Loan Documents or otherwise available to it at law or equity upon the occurrence of a Default or an Event of Default, neither Agent nor Lenders shall be liable for any matter relating to the construction of Premises or failure to construct, complete or repair any improvements, or with respect to any other rights or obligations of Loan Parties Borrower or their its Affiliates, including the rights and obligations of Loan Parties Borrower in, to or under the Management Agreement, the Franchise Agreement, any Premises Documents, any Permitted Encumbrance, the Hotel Franchise Agreement any Lease or the Management Agreementany other agreement, or to protect the Premises or the Collateral, or for payment of any expense incurred in connection with the exercise of any remedy available to Agent or for the performance or non-performance of any other obligation of Loan PartiesBorrower. It is expressly understood that Agent and Lenders assume no liability or responsibility for (i) performance of any obligations or duties of Loan Parties Borrower hereunder or under any of the other Loan Documents, the Ground LeasesManagement Agreement, the Hotel Franchise Agreement, any Leases Premises Documents, any Permitted Encumbrance, any Lease or the Management Agreementany other agreement, (ii) compliance with any Legal Requirements or (iii) any other matters pertaining to control over the management and affairs of Loan Parties Borrower or the use, operation, management or ownership of the Premises or the Collateral, nor by any such action shall Agent or any Lender be deemed to create a partnership or joint venture with Loan Parties, provided that Lenders and Agent shall be liable for either or both of their gross negligence and willful misconductBorrower.

No Liability of Agent or Lenders. Whether or not Agent elects to employ any or all of the remedies pursuant to the Loan Documents or otherwise available to it at law or equity upon the occurrence of a Default or an Event of Default, neither Agent nor Lenders shall be liable for the construction of or failure to construct, complete or repair any improvements, or with respect to any other rights or obligations of Loan Parties Borrower, Operating Lessee or their Affiliates, including the rights and obligations of Loan Parties Borrower and Operating Lessee in, to or under any Permitted Encumbrance, the Hotel Franchise any Premises Document, any Lease, Operating Agreement or the Property Management Agreement, or to protect the Premises or the Collateral, or for payment of any expense incurred in connection with the exercise of any remedy available to Agent or for the performance or non-performance of any other obligation of Loan PartiesBorrower or Operating Lessee. It is expressly understood that Agent and Lenders assume no liability or responsibility for (i) performance of any obligations or duties of Loan Parties Borrower or Operating Lessee hereunder or under any of the other Loan Documents, the Ground Leases, the Hotel Franchise AgreementDocument, any Leases Permitted Encumbrance, any Premises Document, any Lease, Operating Agreement or the Property Management Agreement, (ii) compliance with any Legal Requirements or (iii) any other matters pertaining to control over the management and affairs of Loan Parties Borrower or Operating Lessee or the use, operation, management or ownership of the Premises or the Collateral, nor by any such action shall Agent or any Lender be deemed to create a partnership or joint venture with Loan Parties, provided that Lenders and Agent shall be liable for either Borrower or both of their gross negligence and willful misconductOperating Lessee.

No Liability of Agent or Lenders. Whether or not Agent elects to employ any or all of the remedies pursuant to the Loan Documents or otherwise available to it at law or equity upon the occurrence of a Default or an Event of Default, neither Agent nor Lenders shall be liable for the construction of or failure to construct, construct or complete or repair any improvements, or with respect to any other rights or obligations of Loan Parties Borrower or their its Affiliates, including the rights and obligations of Loan Parties Borrower in, to or under any Permitted Encumbrance, any Premises Document, any Lease, the Hotel Franchise Property Management Agreement or the Management License Agreement, or to protect the Premises or the Collateral, or for payment of any expense incurred in connection with the exercise of any remedy available to Agent or for the performance or non-performance of any other obligation of Loan PartiesBorrower. It is expressly understood that Agent and Lenders assume no liability or responsibility for (i) performance of any obligations or duties of Loan Parties Borrower hereunder or under any of the other Loan DocumentsDocument, any Permitted Encumbrance, any Premises Document, any Lease, the Ground Leases, the Hotel Franchise Agreement, any Leases Property Management Agreement or the Management License Agreement, (ii) compliance with any Legal Requirements or (iii) any other matters pertaining to control over the management and affairs of Loan Parties Borrower or the use, operation, management or ownership of the Premises or the Collateral, nor by any such action shall Agent or any Lender be deemed to create a partnership or joint venture with Loan Parties, provided that Lenders and Agent shall be liable for either or both of their gross negligence and willful misconductBorrower.