Common use of NONRECOURSE LIABILITY; WAIVER OF CONSEQUENTIAL AND SPECIAL DAMAGES Clause in Contracts

NONRECOURSE LIABILITY; WAIVER OF CONSEQUENTIAL AND SPECIAL DAMAGES. NOTWITHSTANDING ANYTHING CONTAINED IN THIS LEASE TO THE CONTRARY, THE OBLIGATIONS OF LANDLORD UNDER THIS LEASE (INCLUDING ANY ACTUAL OR ALLEGED BREACH OR DEFAULT BY LANDLORD) DO NOT CONSTITUTE PERSONAL OBLIGATIONS OF THE INDIVIDUAL PARTNERS, DIRECTORS, OFFICERS, MEMBERS OR SHAREHOLDERS OF LANDLORD OR LANDLORD’S MEMBERS OR PARTNERS, AND TENANT SHALL NOT SEEK RECOURSE AGAINST THE INDIVIDUAL PARTNERS, DIRECTORS, OFFICERS, MEMBERS OR SHAREHOLDERS OF LANDLORD OR AGAINST LANDLORD’S MEMBERS OR PARTNERS OR AGAINST ANY OTHER PERSONS OR ENTITIES HAVING ANY INTEREST IN LANDLORD, OR AGAINST ANY OF THEIR PERSONAL ASSETS FOR SATISFACTION OF ANY LIABILITY WITH RESPECT TO THIS LEASE. ANY LIABILITY OF LANDLORD FOR A DEFAULT BY LANDLORD UNDER THIS LEASE, OR A BREACH BY LANDLORD OF ANY OF ITS OBLIGATIONS UNDER THE LEASE, SHALL BE LIMITED SOLELY TO ITS INTEREST IN THE PROJECT (INCLUDING THE UNENCUMBERED INSURANCE AND CONDEMNATION PROCEEDS, LANDLORD’S INTEREST IN THIS LEASE, AND THE PROCEEDS FROM ANY SALE OR OTHER DISPOSITION OF THE PROJECT BY LANDLORD AFTER THE DATE OF ANY JUDGMENT GIVING RISE TO SUCH LIABILITY), AND IN NO EVENT SHALL ANY PERSONAL LIABILITY BE ASSERTED AGAINST LANDLORD IN CONNECTION WITH THIS LEASE NOR SHALL ANY RECOURSE BE HAD TO ANY OTHER PROPERTY OR ASSETS OF LANDLORD, ITS PARTNERS, DIRECTORS, OFFICERS, MEMBERS, SHAREHOLDERS OR ANY OTHER PERSONS OR ENTITIES HAVING ANY INTEREST IN LANDLORD. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, TENANT’S SOLE AND EXCLUSIVE REMEDY FOR A DEFAULT OR BREACH OF THIS LEASE BY LANDLORD SHALL BE EITHER (I) AN ACTION FOR DAMAGES, OR (II) AN ACTION FOR INJUNCTIVE RELIEF; TENANT HEREBY WAIVING AND AGREEING THAT TENANT SHALL HAVE NO OFFSET RIGHTS (EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE) OR RIGHT TO TERMINATE THIS LEASE ON ACCOUNT OF ANY BREACH OR DEFAULT BY LANDLORD UNDER THIS LEASE. UNDER NO CIRCUMSTANCES WHATSOEVER SHALL LANDLORD EVER BE LIABLE FOR PUNITIVE, INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES UNDER THIS LEASE AND TENANT WAIVES ANY RIGHTS IT MAY HAVE TO SUCH DAMAGES UNDER THIS LEASE IN THE EVENT OF A BREACH OR DEFAULT BY LANDLORD UNDER THIS LEASE. NEITHER TENANT, NOR ANY OFFICER, DIRECTOR, OR SHAREHOLDER OF TENANT OR ANY OF THE MEMBERS, MANAGERS OR PARTNERS OF TENANT SHALL HAVE ANY PERSONAL LIABILITY WHATSOEVER WITH RESPECT TO THIS LEASE, AS AT ANY TIME AMENDED, MODIFIED OR EXTENDED. LANDLORD HEREBY WAIVES ALL CLAIMS AGAINST TENANT FOR INDIRECT, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ALLEGEDLY SUFFERED BY LANDLORD, INCLUDING LOST PROFITS AND BUSINESS INTERRUPTION, EXCEPT TO THE EXTENT RELATED TO ANY HOLDOVER BY TENANT (OTHER THAN WITH RESPECT TO WHICH TENANT PROVIDED THE HOLDOVER NOTICE); PROVIDED THAT TENANT SHALL ONLY BE LIABLE FOR CONSEQUENTIAL, OR SPECIAL DAMAGES OR LOST PROFITS IF TENANT CONTINUES TO HOLDOVER TEN (10) BUSINESS DAYS FOLLOWING TENANTS RECEIPT OF A NOTICE FROM LANDLORD DURING ANY HOLDOVER BY TENANT THAT LANDLORD HAS SIGNED A LETTER OF INTENT WITH ANOTHER TENANT AND LANDLORD WILL INCUR CONSEQUENTIAL, OR SPECIAL DAMAGES OR LOST PROFITS IF TENANT CONTINUES TO HOLDOVER.

NONRECOURSE LIABILITY; WAIVER OF CONSEQUENTIAL AND SPECIAL DAMAGES. NOTWITHSTANDING ANYTHING CONTAINED IN THIS LEASE TO THE CONTRARY, THE OBLIGATIONS OF LANDLORD UNDER THIS LEASE (INCLUDING ANY ACTUAL OR ALLEGED BREACH OR DEFAULT BY LANDLORD) DO NOT CONSTITUTE PERSONAL OBLIGATIONS OF THE INDIVIDUAL PARTNERS, DIRECTORS, OFFICERS, MEMBERS OR SHAREHOLDERS OF LANDLORD OR LANDLORD’S MEMBERS OR PARTNERS, AND TENANT SHALL NOT SEEK RECOURSE AGAINST THE INDIVIDUAL PARTNERS, DIRECTORS, OFFICERS, MEMBERS OR SHAREHOLDERS OF LANDLORD OR AGAINST LANDLORD’S MEMBERS OR PARTNERS OR AGAINST ANY OTHER PERSONS OR ENTITIES HAVING ANY INTEREST IN LANDLORD, OR AGAINST ANY OF THEIR PERSONAL ASSETS FOR SATISFACTION OF ANY LIABILITY WITH RESPECT TO THIS LEASE. ANY LIABILITY OF LANDLORD FOR A DEFAULT BY LANDLORD UNDER THIS LEASE, OR A BREACH BY LANDLORD OF ANY OF ITS OBLIGATIONS UNDER THE LEASE, SHALL BE LIMITED SOLELY TO ITS INTEREST IN THE PROJECT (INCLUDING THE UNENCUMBERED INSURANCE AND CONDEMNATION PROCEEDS, LANDLORD’S INTEREST IN THIS LEASE, AND THE PROCEEDS FROM ANY SALE OR OTHER DISPOSITION OF THE PROJECT BY LANDLORD AFTER THE DATE OF ANY JUDGMENT GIVING RISE TO SUCH LIABILITY)PROJECT, AND IN NO EVENT SHALL ANY PERSONAL LIABILITY BE ASSERTED AGAINST LANDLORD IN CONNECTION WITH THIS LEASE NOR SHALL ANY RECOURSE BE HAD TO ANY OTHER PROPERTY OR ASSETS OF LANDLORD, ITS PARTNERS, DIRECTORS, OFFICERS, MEMBERS, SHAREHOLDERS OR ANY OTHER PERSONS OR ENTITIES HAVING ANY INTEREST IN LANDLORD. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, TENANT’S SOLE AND EXCLUSIVE REMEDY FOR A DEFAULT OR BREACH OF THIS LEASE BY LANDLORD SHALL BE EITHER (I) AN ACTION FOR DAMAGES, OR (II) AN ACTION FOR INJUNCTIVE RELIEF; TENANT HEREBY WAIVING AND AGREEING THAT TENANT SHALL HAVE NO OFFSET RIGHTS (EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE) OR RIGHT TO TERMINATE THIS LEASE ON ACCOUNT OF ANY BREACH OR DEFAULT BY LANDLORD UNDER THIS LEASE. UNDER NO CIRCUMSTANCES WHATSOEVER SHALL LANDLORD EVER BE LIABLE FOR PUNITIVE, INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES UNDER THIS LEASE AND TENANT WAIVES ANY RIGHTS IT MAY HAVE TO SUCH DAMAGES UNDER THIS LEASE IN THE EVENT OF A BREACH OR DEFAULT BY LANDLORD UNDER THIS LEASE. NEITHER TENANT, NOR ANY OFFICER, DIRECTOR, OR SHAREHOLDER OF TENANT OR ANY OF THE MEMBERS, MANAGERS OR PARTNERS OF TENANT SHALL HAVE ANY PERSONAL LIABILITY WHATSOEVER WITH RESPECT TO THIS LEASE, AS AT ANY TIME AMENDED, MODIFIED OR EXTENDED. LANDLORD HEREBY WAIVES ALL CLAIMS AGAINST TENANT FOR INDIRECT, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ALLEGEDLY SUFFERED BY LANDLORD, INCLUDING LOST PROFITS AND BUSINESS INTERRUPTION, EXCEPT TO THE EXTENT RELATED TO ANY HOLDOVER BY TENANT (OTHER THAN WITH RESPECT TO WHICH TENANT PROVIDED THE HOLDOVER NOTICE); PROVIDED THAT TENANT SHALL ONLY BE LIABLE FOR CONSEQUENTIAL, OR SPECIAL DAMAGES OR LOST PROFITS IF TENANT CONTINUES TO HOLDOVER TEN (10) BUSINESS DAYS FOLLOWING TENANTS RECEIPT OF A NOTICE FROM LANDLORD DURING ANY HOLDOVER BY TENANT THAT LANDLORD HAS SIGNED A LETTER OF INTENT WITH ANOTHER TENANT AND LANDLORD WILL INCUR CONSEQUENTIAL, OR SPECIAL DAMAGES OR LOST PROFITS IF TENANT CONTINUES TO HOLDOVER.

NONRECOURSE LIABILITY; WAIVER OF CONSEQUENTIAL AND SPECIAL DAMAGES. NOTWITHSTANDING ANYTHING CONTAINED IN THIS LEASE TO THE CONTRARY, THE OBLIGATIONS OF LANDLORD UNDER THIS LEASE (INCLUDING ANY ACTUAL OR ALLEGED BREACH OR DEFAULT BY LANDLORD) DO NOT CONSTITUTE PERSONAL OBLIGATIONS OF THE INDIVIDUAL PARTNERS, DIRECTORS, OFFICERS, MEMBERS OR SHAREHOLDERS OF LANDLORD OR LANDLORD’S MEMBERS OR PARTNERS, AND TENANT SHALL NOT SEEK RECOURSE AGAINST THE INDIVIDUAL PARTNERS, DIRECTORS, OFFICERS, MEMBERS OR SHAREHOLDERS OF LANDLORD OR AGAINST LANDLORD’S MEMBERS OR PARTNERS OR AGAINST ANY OTHER PERSONS OR ENTITIES HAVING ANY INTEREST IN LANDLORD, OR AGAINST ANY OF THEIR PERSONAL ASSETS FOR SATISFACTION OF ANY LIABILITY WITH RESPECT TO THIS LEASE. ANY LIABILITY OF LANDLORD FOR A DEFAULT BY LANDLORD UNDER THIS LEASE, OR A BREACH BY LANDLORD OF ANY OF ITS OBLIGATIONS UNDER THE LEASE, SHALL BE LIMITED SOLELY TO ITS INTEREST IN THE PROJECT (INCLUDING THE UNENCUMBERED INSURANCE AND CONDEMNATION PROCEEDS, LANDLORD’S INTEREST IN THIS LEASE, AND THE PROCEEDS FROM ANY SALE OR OTHER DISPOSITION OF THE PROJECT BY LANDLORD AFTER THE DATE OF ANY JUDGMENT GIVING RISE TO SUCH LIABILITY)PROJECT, AND IN NO EVENT SHALL ANY PERSONAL LIABILITY BE ASSERTED AGAINST LANDLORD IN CONNECTION WITH THIS LEASE NOR SHALL ANY RECOURSE BE HAD TO ANY OTHER PROPERTY OR ASSETS OF LANDLORD, ITS PARTNERS, DIRECTORS, OFFICERS, MEMBERS, SHAREHOLDERS OR ANY OTHER PERSONS OR ENTITIES HAVING ANY INTEREST IN LANDLORD. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, TENANT’S SOLE AND EXCLUSIVE REMEDY FOR A DEFAULT OR BREACH OF THIS LEASE BY LANDLORD SHALL BE EITHER (I) AN ACTION FOR DAMAGES, OR (II) AN ACTION FOR INJUNCTIVE RELIEF; TENANT HEREBY WAIVING AND AGREEING THAT TENANT SHALL HAVE NO OFFSET RIGHTS (EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE) OR RIGHT TO TERMINATE THIS LEASE ON ACCOUNT OF ANY BREACH OR DEFAULT BY LANDLORD UNDER THIS LEASE. UNDER NO CIRCUMSTANCES WHATSOEVER SHALL LANDLORD OR TENANT EVER BE LIABLE FOR PUNITIVE, INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES UNDER THIS LEASE AND TENANT EACH PARTY HERETO WAIVES ANY RIGHTS IT MAY HAVE TO SUCH DAMAGES UNDER THIS LEASE IN THE EVENT OF A BREACH OR DEFAULT BY LANDLORD THE OTHER PARTY UNDER THIS LEASE. NEITHER TENANT, NOR ANY OFFICER, DIRECTOR, OR SHAREHOLDER OF TENANT OR ANY OF THE MEMBERS, MANAGERS OR PARTNERS OF TENANT SHALL HAVE ANY PERSONAL LIABILITY WHATSOEVER WITH RESPECT TO THIS LEASE, AS AT ANY TIME AMENDED, MODIFIED OR EXTENDED. LANDLORD HEREBY WAIVES ALL CLAIMS AGAINST TENANT FOR INDIRECT, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ALLEGEDLY SUFFERED BY LANDLORD, INCLUDING LOST PROFITS AND BUSINESS INTERRUPTION, EXCEPT TO THE EXTENT RELATED TO ANY HOLDOVER BY TENANT (OTHER THAN WITH RESPECT TO WHICH TENANT PROVIDED THE HOLDOVER NOTICE); PROVIDED THAT TENANT SHALL ONLY BE LIABLE FOR CONSEQUENTIAL, OR SPECIAL DAMAGES OR LOST PROFITS IF TENANT CONTINUES TO HOLDOVER TEN (10) BUSINESS DAYS FOLLOWING TENANTS RECEIPT OF A NOTICE FROM LANDLORD DURING ANY HOLDOVER BY TENANT THAT LANDLORD HAS SIGNED A LETTER OF INTENT WITH ANOTHER TENANT AND LANDLORD WILL INCUR CONSEQUENTIAL, OR SPECIAL DAMAGES OR LOST PROFITS IF TENANT CONTINUES TO HOLDOVER.