Common use of Liability of Lender Clause in Contracts

Liability of Lender. If Lender [or any other holder of the Note or its nominee] or its nominee shall succeed to the interests of Landlord under the Lease in any manner, or if any purchaser acquires the Property or any part thereof including the Demised Premises upon any foreclosure of the Security Deed or by a conveyance or assignment in lieu of such foreclosure (or similar device), Lender, its nominee, such other holder [or its nominee], or such purchaser, as the case may be, shall have the same remedies by entry, action, or otherwise in the event of any default by Tenant (beyond any period given Tenant to cure such default) in the payment of base rental or additional rental or in the performance of any of the terms, covenants and conditions of the Lease on Tenant's part to be performed that Landlord had or would have had if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord. Except as herein provided, from and after such attornment, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall be bound to Tenant under all the terms, covenants and conditions of the Lease. Except as herein provided, Tenant shall, from and after the succession to the interest of Landlord under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord and Lender written notice, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall not be:

Liability of Lender. If Lender [or any other holder shall become the owner of the Note Mortgaged Premises or its nominee] the Mortgaged Premises shall be sold by reason of foreclosure or its nominee other proceedings brought to enforce the Mortgage or the Mortgaged Premises shall succeed be conveyed by deed in lieu of foreclosure, Tenant agrees that, notwithstanding anything to the interests contrary contained in the Lease, after such foreclosure sale or conveyance by deed in lieu of Landlord foreclosure, Lender shall have no personal liability to Tenant under the Lease and Tenant shall look solely to the estate and property of Landlord in any mannerthe Mortgaged Premises, to the net proceeds of sale thereof or if any purchaser acquires the Property rentals received therefrom, for the satisfaction of Tenant’s remedies for the collection of a judgment or any part thereof including other judicial process requiring the Demised Premises upon any foreclosure payment of the Security Deed or money by a conveyance or assignment in lieu of such foreclosure (or similar device), Lender, its nominee, such other holder [or its nominee], or such purchaser, as the case may be, shall have the same remedies by entry, action, or otherwise Landlord in the event of any default or breach by Tenant (beyond any period given Tenant Landlord with respect to cure such default) in the payment of base rental or additional rental or in the performance of any of the terms, covenants covenants, and conditions of the Lease on Tenant's part to be observed or performed that by Landlord had and any other obligation of Landlord created by or would have had if Lenderunder this Lease, and no other property or assets of Landlord or of its nomineepartners, such other holder [officers, beneficiaries, co-tenants, shareholders, or its nominee] or such purchaser, principals (as the case may be) shall be subject to levy, had not succeeded execution or other enforcement procedures for the satisfaction of Tenant’s remedies. The term “Landlord” as used herein shall be limited to mean and include only the owner or owners at the time in question of Landlord’s interest in the Lease, which term shall include Lender in the event Lender acquires title to the interest Mortgaged Premises. Further, in the event of any transfer by Landlord of Landlord. Except as herein provided’s interest in this Lease, from Landlord (and after such attornmentin the case of any subsequent transfers or conveyances, Lenderthe then assignor), including each of its nomineepartners, such other holder [officers, beneficiaries, co-tenants, shareholders or its nominee] or such purchaser, principals (as the case may be, ) shall be bound to Tenant under all the terms, covenants automatically freed and conditions of the Lease. Except as herein provided, Tenant shallreleased, from and after the succession date of such transfer or conveyance, of all liability for the performance of any covenants and agreements which accrue subsequent to the interest date of Landlord under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest transfer of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord and Lender written notice, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall not be:’s interest.

Liability of Lender. If Lender [or any other holder of the Note or its nominee] or its nominee shall succeed Notwithstanding anything to the interests contrary contained in this Agreement, Lender and its successors and assigns shall not, by virtue of Landlord this Agreement, be or become subject to any liability or obligation to Lessee under the Lease in any manneror otherwise, or if any purchaser acquires the Property or any part thereof including the Demised Premises upon any foreclosure of the Security Deed or by a conveyance or assignment in lieu of such foreclosure (or similar device), Lender, its nominee, such other holder [unless Lender or its nominee]successors and assigns shall obtain title to the Property, by foreclosure or such purchaserotherwise; and, as the case may bemoreover, shall have the same remedies by entry, action, or otherwise Purchaser in the event of any default by Tenant (beyond any period given Tenant to cure such default) in the payment of base rental or additional rental or in the performance of any of the terms, covenants and conditions of the Lease on Tenant's part to be performed that Landlord had or would have had if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to acquiring the interest of Landlord. Except Borrower as herein provided, from and after such attornment, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall be bound to Tenant under all the terms, covenants and conditions of the Lease. Except as herein provided, Tenant shall, from and after the succession to the interest of Landlord under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach a result of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lendersuch action or proceeding, and its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord successors and Lender written notice, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may beassigns, shall not be:: (a) liable for any act or omission of any prior landlord under the Lease (including Borrower) except for any act or omission with respect to which it received a written notice and opportunity to cure from Lessee provided that the Lender named herein shall not be so liable unless the Lender holds title to the Property for sixty (60) days or more; or (b) liable for any damages or other relief attributable to any latent or patent defects in construction with respect to any portion of the Property except for any damages or other relief attributable to latent or patent defects with respect to which it received notice and an opportunity to cure from Lessee provided that the Lender named herein shall not be so liable unless the Lender holds title to the Property for sixty (60) days or more; or (c) subject to any offsets or defenses which Lessee might have against any prior landlord under the Lease (including Borrower) except for any offsets or defenses relating to any act or omission with respect to which it received a notice and opportunity to cure from Lessee provided that the Lender named herein shall not be so liable unless the Lender holds title to the Property for sixty (60) days or more; or (d) bound by any amendment or modification of the Lease relating to the payment of rent or the term of the Lease made without Lender’s prior written consent; or (e) bound by, or responsible for, any security deposit paid by Lessee (unless delivered to and held by Lender); or (f) bound by or responsible for or affected by any purchase option contained in the Lease, which provisions shall be of no force and effect upon the Lender or its successors or assigns. Upon Purchaser’s succession to Borrower’s interest in the Property, to the extent there are existing obligations of Borrower under the Lease to construct the Improvements (as such term is defined in the Lease), Purchaser may either (y) complete the Improvements pursuant to the terms of the Lease subject to the agreement of Purchaser and Borrower to a reasonable revised Fixturing Entry Date (if necessary) or (z) deliver written notice to Lessee of Purchaser’s election not to complete the Improvements at which time Lessee may either (i) terminate the Lease or (ii) complete the Improvements whereupon Lessee shall have the right to offset the costs of completion against rent payable under the Lease up to the amount of the difference between the Allowance (as defined therein) and the cost of that portion of the Improvements which have been completed, as amount is mutually determined by Purchaser and Lessee. Regardless of anything in the Lease or this Agreement to the contrary, in acquiring the interest of Borrower as a result of such action or proceeding, Purchaser shall not have any obligation or liability beyond its interest in the Property. Lessee shall look exclusively to Purchaser’s interest in the Property for payment and discharge of any of Purchaser’s obligations under this Agreement or under the Lease. Lessee shall not collect or attempt to collect any judgment based upon such obligations out of any other assets of Purchaser. In addition, upon any sale or transfer of its interest in the Property, Purchaser shall have no further obligation under the Agreement or the Lease with respect to matters occurring after such sale or transfer. By executing this Agreement, Borrower specifically acknowledges and agrees that nothing contained in this Section shall impair, affect, lessen, abrogate or otherwise modify the obligations of Borrower to Lessee under the Lease.

Liability of Lender. If Lender [The Corporation assumes all risks of the acts or omissions of Boatmen's POS or MNB and any transferee of the Letters of Credit with respect to its use of the Letters of Credit or the proceeds thereof; PROVIDED, HOWEVER, this assumption is not intended to, and shall not, preclude the Corporation from pursuing such rights and remedies as it may have against Boatmen's POS or MNB at law or under the Boatmen's Merchant Agreement or MNB Merchant Agreement or any other holder agreement. Neither the Lender nor any Person participating in the Letters of Credit or the Reimbursement Loan Note shall be liable or responsible for: (a) the use which may be made of the Note Letters of Credit or its nominee] the proceeds thereof or its nominee shall succeed for any acts or omissions of Boatmen's or MNB and any transferee of the Letters of Credit in connection therewith; (b) the validity, sufficiency or genuineness of documents presented under the Letters of Credit, or of any endorsement(s) thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged; PROVIDED, HOWEVER, (a) and (b) to the interests contrary notwithstanding, the Corporation shall have a claim against the Lender, and the Lender shall be liable to the Corporation, to the extent, but only to the extent, of Landlord any direct, as opposed to consequential, damages suffered by the Corporation which the Corporation proves, as determined by a court of competent jurisdiction, were caused by (i) Lender's gross negligence or (ii) Lender's willful act that prevents payment under the Lease in any manner, Letters of Credit after the presentation to Issuing Bank by Boatmen's POS or if any purchaser acquires the Property or any part thereof including the Demised Premises upon any foreclosure of the Security Deed or by a conveyance or assignment in lieu of such foreclosure MNB (or similar device), Lender, a successor under the Boatmen's Merchant Agreement or MNB Merchant Agreement to whom the Letters of Credit has been transferred in accordance with its nominee, such other holder [or its nominee], or such purchaser, as terms) of a sight draft and all required certificates strictly complying with the case may be, shall have the same remedies by entry, action, or otherwise in the event of any default by Tenant (beyond any period given Tenant to cure such default) in the payment of base rental or additional rental or in the performance of any of the terms, covenants terms and conditions of the Lease Letters of Credit. In furtherance and not in limitation of the foregoing, the Lender may accept documents that appear on Tenant's part their face to be performed that Landlord had in order, without responsibility for further investigation, regardless of any notice or would have had if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded information to the interest contrary; PROVIDED, HOWEVER, that if Lender shall receive timely written notification from each of LandlordBoatmen's POS or MNB or the Corporation and that sufficiently identifies (in the reasonable opinion of Lender) documents that thereafter may be presented to Issuing Bank or Lender which are not to be honored, Lender agrees to use its best efforts to avoid honoring such documents thereafter. Except as herein provided, from and after such attornment, Lender, its nominee, such other holder [Lender assumes no responsibility for any failure or its nominee] delay in the transmission to Boatmen's POS or such purchaser, as the case may be, shall be bound to Tenant under all the terms, covenants and conditions MNB of the Lease. Except as herein provided, Tenant shall, from and after the succession to the interest of Landlord funds drawn under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as Letters of Credit through the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord and Lender written notice, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall not be:federal funds wire system.

Liability of Lender. If Borrowers acknowledge and agree that: Any inspections of any property of Borrowers made by or through the Administrative Agent or the Lenders are for purposes of administration of the Loan Documents only, and Borrowers are not entitled to rely upon the same (whether or not such inspections are at the expense of Borrowers); By accepting or approving anything required to be observed, performed, fulfilled or given to the Administrative Agent or the Lenders pursuant to the Loan Documents, neither the Administrative Agent nor the Lenders shall be deemed to have warranted or represented the sufficiency, legality, effectiveness or legal effect of the same, or of any term, provision or condition thereof, and such acceptance or approval thereof shall not constitute a warranty or representation to anyone with respect thereto by the Administrative Agent or the Lenders; The relationship between Borrowers and the Administrative Agent and the Lenders is, and shall at all times remain, solely that of borrower and lender; neither the Administrative Agent nor any Lender [shall under any circumstance be deemed to be in a relationship of confidence or trust or a fiduciary relationship with Borrowers or their Affiliates, or to owe any fiduciary duty to Borrowers or their Affiliates; neither the Administrative Agent nor any Lender undertakes or assumes any responsibility or duty to Borrowers or their Affiliates to select, review, inspect, supervise, pass judgment upon or inform Borrowers or their Affiliates of any matter in connection with their property or the operations of Borrowers or their Affiliates; Borrowers and their Affiliates shall rely entirely upon their own judgment with respect to such matters; and any review, inspection, supervision, exercise of judgment or supply of information undertaken or assumed by the Administrative Agent or any other holder Lender in connection with such matters is solely for the protection of the Note Administrative Agent and the Lenders and neither Borrowers nor any other Person is entitled to rely thereon; and Neither the Administrative Agent nor any Lender shall be responsible or its nominee] liable to any Person for any loss, damage, liability or its nominee shall succeed to the interests of Landlord under the Lease in any manner, or if any purchaser acquires the Property or any part thereof including the Demised Premises upon any foreclosure of the Security Deed or by a conveyance or assignment in lieu of such foreclosure (or similar device), Lender, its nominee, such other holder [or its nominee], or such purchaser, as the case may be, shall have the same remedies by entry, action, or otherwise in the event claim of any default kind relating to injury or death to Persons or damage to property caused by Tenant (beyond the actions, inaction or negligence of Borrowers and/or their Affiliates and Borrowers hereby indemnify and hold the Administrative Agent and the Lenders harmless from any period given Tenant to cure such default) in the payment of base rental loss, damage, liability or additional rental or in the performance of any of the terms, covenants and conditions of the Lease on Tenant's part to be performed that Landlord had or would have had if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord. Except as herein provided, from and after such attornment, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall be bound to Tenant under all the terms, covenants and conditions of the Lease. Except as herein provided, Tenant shall, from and after the succession to the interest of Landlord under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord and Lender written notice, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall not be:claim.

Liability of Lender. If Lender [or any other holder of the Note or its nominee] or its nominee shall succeed to the interests of Landlord under the Lease in any manner, or if any purchaser acquires the Property or any part thereof including the Demised Premises upon any foreclosure of the Security Deed or by a conveyance or assignment in lieu of such foreclosure (or similar device), Lender, its nominee, such other holder [or its nominee], or such purchaser, as the case may be, shall have the same remedies by entry, action, or otherwise in the event of any default by Tenant (beyond any period given Tenant to cure such default) in the payment of base rental or additional rental or in the performance of any of the terms, covenants and conditions of the Lease on Tenant's part to be performed that Landlord had or would have had if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord. Except as herein provided, from From and after such attornment, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall be bound to Tenant under all the terms, covenants and conditions of the Lease. Except as herein provided, Tenant shall, from and after the succession to the interest of Landlord under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord and Lender written notice, that Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall not be:

Liability of Lender. If Lender [or any other holder shall become the owner of the Note Mortgaged Premises or its nominee] the Mortgaged Premises shall be sold by reason of foreclosure or its nominee other proceedings brought to enforce the Security Instrument or the Mortgaged Premises shall succeed be conveyed by deed in lieu of foreclosure, Tenant agrees that, notwithstanding anything to the interests contrary contained in the Lease, after such foreclosure sale or conveyance by deed in lieu of Landlord foreclosure, Lender shall have no personal liability to Tenant under the Lease and Tenant shall look solely to the estate and property of Landlord in any mannerthe Mortgaged Premises, to the net proceeds of sale thereof or if any purchaser acquires the Property rentals received therefrom, for the satisfaction of Tenant's remedies for the collection of a judgment or any part thereof including other judicial process requiring the Demised Premises upon any foreclosure payment of the Security Deed or money by a conveyance or assignment in lieu of such foreclosure (or similar device), Lender, its nominee, such other holder [or its nominee], or such purchaser, as the case may be, shall have the same remedies by entry, action, or otherwise Landlord in the event of any default or breach by Tenant (beyond any period given Tenant Landlord with respect to cure such default) in the payment of base rental or additional rental or in the performance of any of the terms, covenants covenants, and conditions of the Lease on Tenant's part to be observed or performed that by Landlord had and any other obligation of Landlord created by or would have had if Lenderunder this Lease, and no other property or assets of Landlord or of its nomineepartners, such other holder [officers, beneficiaries, co-tenants, shareholders, or its nominee] or such purchaser, principals (as the case may be) shall be subject to levy, had not succeeded execution or other enforcement procedures for the satisfaction of Tenant's remedies. The term "Landlord" as used herein shall be limited to mean and include only the owner or owners at the time in question of Landlord's interest in the Lease, which term shall include Lender in the event Lender acquires title to the interest Mortgaged Premises. Further, in the event of any transfer by Landlord of Landlord. Except as herein provided's interest in this Lease, from Landlord (and after such attornmentin the case of any subsequent transfers or conveyances, Lenderthe then assignor), including each of its nomineepartners, such other holder [officers, beneficiaries, co-tenants, shareholders or its nominee] or such purchaser, principals (as the case may be, ) shall be bound to Tenant under all the terms, covenants automatically freed and conditions of the Lease. Except as herein provided, Tenant shallreleased, from and after the succession date of such transfer or conveyance, of all liability for the performance of any covenants and agreements which accrue subsequent to the interest date of Landlord under the Lease by Lender, its nominee, or such other holder [or its nominee] or such purchaser, as the case may be, have the same remedies against Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, for the breach of any agreement contained in the Lease that Tenant might have had under the Lease against Landlord if Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, had not succeeded to the interest transfer of Landlord; provided, however, that, except for Landlord defaults for which Tenant has given Landlord and Lender written notice, Lender, its nominee, such other holder [or its nominee] or such purchaser, as the case may be, shall not be:'s interest.