Tenant Exculpation. Notwithstanding any provision of the Lease (including, without limitation, Section 12.2 of the Original Lease) or this Consent and Amendment to the contrary, the liabilities and obligations of Assignee hereunder and under the Lease shall be the liabilities of the Tenant under the Lease only, and shall not be the liabilities or obligations of any Affiliate of Tenant or Assignee, or any present or future officer, director, employee, trustee, member, retirant, beneficiary, internal investment contractor, manager, investment manager or agent of Tenant or Assignee or any Affiliate of the same (collectively, the “Other Tenant Parties”), and in no event shall Assignee, Tenant or Other Tenant Parties be liable for lost profits or other consequential damages, except in connection with a holding over by Tenant (in which event, the terms and conditions of Section 13.2 of the Original Lease, as revised by Section 10.13 of this Consent and Amendment, shall govern). Any recourse by Landlord for any breach or default of Tenant under the Lease or this Consent and Amendment or with respect to any liability or obligation related thereto (or related to the Leased Premises or the Building in any way) shall be solely against Tenant and the assets of Tenant and, there shall be no recourse on account of any such breach or default (or with respect to any such liability or obligation) against any of the Other Tenant Parties. For purposes of this Section 11.2, “Affiliate” shall mean any person or entity that directly, or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with Google Inc. or the then Tenant under the Lease, as the case may be. For the purposes of this definition, “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract or otherwise, and the terms “controlling” and “controlled” have the meanings correlative to the foregoing. The limitations of liability provided in this Section 11.2 are in addition to, and not in limitation of, any limitation of liability applicable to Tenant or Assignee provided by law or in any other contract, agreement or instrument. Such exculpation of liability shall be absolute and without any exception whatsoever, except as otherwise expressly provided in this Section 11.2. The provisions of this Section 11.2 shall survive the termination of the Lease or this Consent and Amendment.
Appears in 3 contracts
Samples: Lease Agreement, Lease (Juniper Networks Inc), Lease Agreement (Juniper Networks Inc)
Tenant Exculpation. Notwithstanding any provision of the Lease (including, without limitation, Section 12.2 of the Original Lease) or this Consent and Amendment to the contrary, the liabilities and obligations of Assignee hereunder and under the Lease shall be the liabilities of the Tenant under the Lease only, and shall not be the liabilities or obligations of any Affiliate of Tenant or Assignee, or any present or future officer, director, employee, trustee, member, retirant, beneficiary, internal investment contractor, manager, investment manager or agent of Tenant or Assignee or any Affiliate of the same (collectively, the “Other Tenant Parties”), and in no event shall Assignee, Tenant or Other Tenant Parties be liable for lost profits or other consequential damages, except in connection with a holding over by Tenant (in which event, the terms and conditions of Section 13.2 of the Original Lease, as revised by Section 10.13 10.14 of this Consent and Amendment, shall govern). Any recourse by Landlord for any breach or default of Tenant under the Lease or this Consent and Amendment or with respect to any liability or obligation related thereto (or related to the Leased Premises or the Building in any way) shall be solely against Tenant and the assets of Tenant and, there shall be no recourse on account of any such breach or default (or with respect to any such liability or obligation) against any of the Other Tenant Parties. For purposes of this Section 11.2, “Affiliate” shall mean any person or entity that directly, or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with Google Inc. or the then Tenant under the Lease, as the case may be. For the purposes of this definition, “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract or otherwise, and the terms “controlling” and “controlled” have the meanings correlative to the foregoing. The limitations of liability provided in this Section 11.2 are in addition to, and not in limitation of, any limitation of liability applicable to Tenant or Assignee provided by law or in any other contract, agreement or instrument. Such exculpation of liability shall be absolute and without any exception whatsoever, except as otherwise expressly provided in this Section 11.2. The provisions of this Section 11.2 shall survive the termination of the Lease or this Consent and Amendment.
Appears in 2 contracts
Samples: Lease Agreement, Lease (Juniper Networks Inc)
Tenant Exculpation. Notwithstanding any provision of the Lease (including, without limitation, Section 12.2 of the Original Lease) or this Consent and Amendment Agreement to the contrary, as between Landlord (on the one hand) and Tenant and Subtenant (on the other hand), but not as between Tenant and Subtenant (whose respective liability to each other is addressed in the Sublease), the liabilities and obligations of Assignee hereunder Tenant hereunder, and under the Lease and the Sublease, shall be the liabilities of the Tenant under the Lease only, and shall not be the liabilities or obligations of any Affiliate of Tenant or AssigneeSubtenant, or any present or future officer, director, employee, trustee, member, retirant, beneficiary, internal investment contractor, manager, investment manager or agent of Tenant or Assignee Subtenant or any Affiliate of the same (collectively, the “Other Tenant Parties”), and in no event shall AssigneeSubtenant, Tenant or Other Tenant Parties be liable for lost profits or other consequential damages, except in connection with a holding over by Tenant or Subtenant (in which event, the terms and conditions of Section 13.2 of the Original Lease, as revised by Section 10.13 of this the Consent and Amendment, or the terms of Section 18.2 of the Sublease, as applicable, shall govern). Any recourse by Landlord for any breach or default of Tenant or Subtenant under the Lease or this Consent and Amendment the Sublease or with respect to any liability or obligation related thereto (or related to the Leased Premises or the Building in any way) shall be solely against Tenant and the assets of Tenant andTenant, and there shall be no recourse on account of any such breach or default (or with respect to any such liability or obligation) against any of the Other Tenant Parties. For purposes of this Section 11.2, “Affiliate” shall mean any person or entity that directly, or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with Google Inc. or the then Tenant under the Lease, as the case may be. For the purposes of this definition, “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract or otherwise, and the terms “controlling” and “controlled” have the meanings correlative to the foregoing. The limitations of liability provided in this Section 11.2 12.2 are in addition to, and not in limitation of, any limitation of liability applicable to Tenant or Assignee Subtenant provided by law or in any other contract, agreement or instrument. Such exculpation of liability shall be absolute and without any exception whatsoever, except as otherwise expressly provided in this Section 11.212.2. The provisions of this Section 11.2 12.2 shall survive the termination of the Sublease, the Lease or this Consent and AmendmentAgreement.
Appears in 1 contract