Sublandlord Liability. Notwithstanding any other term or provision of this Sublease, the liability of Sublandlord to Subtenant for any default in Sublandlord’s obligations under this Sublease shall be limited to actual, direct damages, resulting from a Sublandlord default, and under no circumstances shall Subtenant, its partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns be entitled to recover from Sublandlord (or otherwise be indemnified by Sublandlord) for (i) any losses, costs, claims, causes of action, damages or other liability incurred in connection with a failure of Master Landlord, its partners, members, shareholders, directors, agents, officers, employees, contractors, successors and/or assigns to perform or cause to be performed Master Landlord’s obligations under the Master Lease, (ii) lost revenues, lost profit or other consequential, special or punitive damages arising in connection with this Sublease for any reason, or (iii) any damages or other liability arising from or incurred in connection with the condition of the Sublease Premises or suitability of the Sublease Premises for Subtenant’s intended uses. Notwithstanding any other term or provision of this Sublease, no personal liability shall at any time be asserted or enforceable against Sublandlord’s partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns on account of any of Sublandlord’s obligations, liabilities or actions under this Sublease. In the event of any assignment or transfer of the Sublandlord’s interest under this Sublease, which assignment or transfer may occur at any time during the Sublease Term in Sublandlord’s sole discretion subject to the terms of the Master Lease, provided that the transferee will be the tenant under the Master Lease upon such assignment or transfer, Sublandlord shall be and hereby is entirely relieved of all covenants and obligations of Sublandlord hereunder accruing subsequent to the date of the transfer to the extent transferee has assumed in writing all covenants and obligations thereafter to be performed by Sublandlord hereunder. Sublandlord shall transfer and deliver any then-existing Letter of Credit to the transferee of Sublandlord’s interest under this Sublease, and thereupon Sublandlord shall be discharged from any further liability with respect thereto.
Appears in 1 contract
Samples: Sublease Agreement (PubMatic, Inc.)
Sublandlord Liability. a. Notwithstanding any other term or provision of anything to the contrary set forth in this Sublease, the (a) Sublandlord’s liability of Sublandlord to Subtenant for any default in Sublandlord’s obligations under this Sublease shall be limited to actual, direct damages, resulting from a Sublandlord default, and under no circumstances shall Subtenant, its partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns be entitled to recover from Sublandlord (or otherwise be indemnified by Sublandlord) for (i) any losses, costs, claims, causes of action, damages or other liability incurred in connection with a failure of Master Landlord, its partners, members, shareholders, directors, agents, officers, employees, contractors, successors and/or assigns to perform or cause to be performed Master Landlord’s obligations under the Master Lease, unless and to the extent Sublandlord or any of its agents, employees, affiliates, members, managers, officers, directors, partners, contractors or other representatives causes or contributes to such failure, (ii) lost revenues, lost profit profits or other consequential, special or punitive damages arising in connection with this Sublease for any reason, or (iii) any damages or other liability arising from or incurred in connection with the condition of the Sublease Premises or suitability of the Sublease Premises for Subtenant’s intended uses. Notwithstanding any other term or provision of this Subleaseuse, and (b) no personal liability shall at any time be asserted or enforceable against Sublandlord’s partners, members, shareholders, directors, officers or agents or any of their assets on account of any action or inaction by Sublandlord or Sublandlord’s partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns on account of any of Sublandlord’s obligations, liabilities employees or actions contractors under this Sublease. In the event of any assignment or transfer of the Sublandlord’s interest under this Sublease, which assignment or transfer may occur at any time during the Sublease Term in Sublandlord’s sole discretion subject to the terms of the Master Lease, provided that the transferee will be the tenant under the Master Lease upon such assignment or transfer, Sublandlord shall be and hereby is entirely relieved of all covenants and obligations of Sublandlord hereunder accruing subsequent to the date of the transfer to the extent transferee has assumed in writing all covenants and obligations thereafter to be performed by Sublandlord hereunder. Sublandlord shall transfer and deliver any then-existing Letter of Credit to the transferee of Sublandlord’s interest under this Sublease, and thereupon Sublandlord shall be discharged from any further liability with respect thereto.
Appears in 1 contract
Samples: Talis Biomedical Corp
Sublandlord Liability. (a) Notwithstanding any other term or provision of anything to the contrary set forth in this Sublease, the (a) Sublandlord’s liability of Sublandlord to Subtenant for any default in Sublandlord’s obligations under this Sublease shall be limited to actual, direct damages, resulting from a Sublandlord default, and under no circumstances shall Subtenant, its partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns be entitled to recover from Sublandlord (or otherwise be indemnified by Sublandlord) for (i) any losses, costs, claims, causes of action, damages or other liability incurred in connection with a failure of Master Landlord, its partners, members, shareholders, directors, agents, officers, employees, contractors, successors and/or assigns to perform or cause to be performed Master Landlord’s obligations under the Master Lease, (ii) lost revenues, lost profit profits or other consequential, special or punitive damages arising in connection with this Sublease for any reason, or (iii) any damages or other liability arising from or incurred in connection with the condition of the Sublease Premises or suitability of the Sublease Premises for Subtenant’s intended uses. Notwithstanding any other term or provision of this Subleaseuse, and (b) no personal liability shall at any time be asserted or enforceable against Sublandlord’s partners, members, shareholders, directors, officers or agents or any of their assets on account of any action or inaction by Sublandlord or Sublandlord’s partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns on account of any of Sublandlord’s obligations, liabilities employees or actions contractors under this Sublease. In the event of any assignment or transfer of the Sublandlord’s interest under this Sublease, which assignment or transfer may occur at any time during the Sublease Term in Sublandlord’s sole discretion subject to the terms of the Master Lease, provided that the transferee will be the tenant under the Master Lease upon such assignment or transfer, Sublandlord shall be and hereby is entirely relieved of all covenants and obligations of Sublandlord hereunder accruing subsequent to the date of the transfer to the extent transferee has assumed in writing all covenants and obligations thereafter to be performed by Sublandlord hereunder. Sublandlord shall transfer and deliver any then-existing Letter of Credit to the transferee of Sublandlord’s interest under this Sublease, and thereupon Sublandlord shall be discharged from any further liability with respect thereto.
Appears in 1 contract
Samples: Nerdwallet, Inc.
Sublandlord Liability. Notwithstanding any other term or provision of anything to the contrary set forth in this Sublease, the (a) Sublandlord's liability of Sublandlord to Subtenant for any default in Sublandlord’s 's obligations under this Sublease shall be limited to actual, direct damages, resulting from a Sublandlord default, and under no circumstances shall Subtenant, its partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns be entitled to recover from Sublandlord (or otherwise be indemnified by Sublandlord) for (i) any losses, costs, claims, causes of action, damages or other liability incurred in connection with a failure of Master Landlord, its partners, members, shareholders, directors, agents, officers, employees, contractors, successors and/or assigns to perform or cause to be performed Master Landlord’s Landlord s obligations under the Master Lease, (ii) lost revenues, lost profit profits or other consequential, special or punitive damages arising in connection with this Sublease for any reason, or (iii) any damages or other liability arising from or incurred in connection with the condition of the Sublease Premises or suitability of the Sublease Premises for Subtenant’s 's intended uses. Notwithstanding any other term or provision of this Subleaseuse, and (b) no personal liability shall at any time be asserted or enforceable against Sublandlord’s 's partners, members, shareholders, directors, officers or agents or any of their assets on account of any action or inaction by Sublandlord or Sublandlord's partners, members, shareholders, directors, agents, officers, employees, contractors, sublessees, successors and/or assigns on account of any of Sublandlord’s obligations, liabilities employees or actions contractors under this Sublease. • In the event of any assignment or transfer of the Sublandlord’s 's interest under this Sublease, which assignment or transfer may occur at any time during the Sublease Term in Sublandlord’s sole discretion subject to the terms and assumption by such transferee of the Master Lease, provided that the transferee will be the tenant obligations of Sublandlord under the Master Lease upon such assignment or transferthis Sublease, Sublandlord shall be and is hereby is entirely relieved of all of the covenants and obligations of Sublandlord hereunder under this Sublease accruing subsequent to the date of the transfer to and it shall be deemed and construed, without further agreement between the extent Sublandlord and Subtenant, that any transferee has assumed in writing and shall be obligated to carry out all covenants and obligations thereafter to be thereafter performed by Sublandlord hereunder. Sublandlord shall transfer and deliver any then-then existing Letter of Credit Security Deposit to the transferee of Sublandlord’s 's interest under in this Sublease, and thereupon Sublandlord shall be discharged from any further liability with respect thereto.
Appears in 1 contract
Samples: Senti Biosciences, Inc.