Common use of Limitation of Assignee’s Liability Clause in Contracts

Limitation of Assignee’s Liability. Assignee shall not be obligated to perform or discharge any obligation, duty or liability under the Lease by reason of this Assignment or the exercise of rights or remedies hereunder. Lessee shall and does hereby agree to indemnify, defend and hold Assignee harmless from and against any and all liability, loss or damage incurred under the Lease by reason of this Assignment or the exercise of rights or remedies hereunder, and from any and all claims and demands whatsoever that may be asserted against Assignee by reason of any alleged obligations or undertakings on its part to perform or discharge any of the terms, covenants or agreements contained in the Lease. Should Assignee incur any such liability under the Lease by reason of this Assignment or the exercise of rights or remedies hereunder, or in defense of any such claims or demands, the amount thereof, including costs, expenses and reasonable attorney fees, shall be secured hereby and Xxxxxx shall reimburse Assignee therefor immediately upon demand, failing which Assignee may, at its option, declare all indebtedness secured hereby and by the Loan Documents to be immediately due and payable. This Assignment shall not operate to place responsibility upon Assignee for the control, care, management or repair of the Subject Property, nor for the carrying out of any of the terms and conditions of the Lease; nor shall it operate to make Assignee responsible or liable for any waste committed on the Subject Property or for any dangerous or defective condition of the Subject Property, or for any negligence in the management, upkeep, repair, or control of the Subject Property resulting in loss or injury or death to any tenant, licensee, employee, or stranger.

Limitation of Assignee’s Liability. Assignee shall not be liable for any loss sustained by Assignor resulting from Assignee's failure to let the Premises or from any other act or omission of Assignee in managing, operating or maintaining the Premises following the occurrence of an Event of Default, except for its gross negligence or willful misconduct. Assignee shall not be obligated to observe, perform or discharge, nor does Assignee hereby undertake to observe, perform or discharge any covenant, term, condition or agreement contained in any Lease to be observed or performed by the lessor thereunder, or any obligation, duty or liability of Assignor under the Lease or by reason of this Assignment Assignment, except with respect to any Lease, the terms and provisions of which do not violate any of the covenants hereof, and under the Mortgage or the exercise of rights or remedies hereunderLoan Documents, and provided Assignee will not be required to expend any sum unless it agrees to do so in its sole discretion. Lessee Assignor shall and does hereby agree to indemnify, defend (using counsel satisfactory to Assignee) and hold Assignee harmless from and against any and all liability, loss or damage incurred which Assignee may incur under the any Lease or under or by reason of this Assignment or the exercise and of rights or remedies hereunder, and from any and all claims and demands whatsoever that which may be asserted against Assignee by reason of any alleged obligations obligation or undertakings undertaking on its part to observe or perform or discharge any of the covenants, terms, covenants or conditions and agreements contained in the any Lease, except for its gross negligence or willful misconduct. Should Assignee incur any such liability liability, loss or damage under the any Lease or under or by reason of this Assignment or the exercise of rights or remedies hereunderAssignment, or in the defense of any such claims claim or demandsdemand, the amount thereof, including costs, expenses and reasonable attorney attorneys' fees, shall become due and payable by Assignor with interest thereon at the Default Rate if not paid within thirty (30) days of demand by Assignee and shall be secured hereby and Xxxxxx shall reimburse Assignee therefor immediately upon demand, failing which Assignee may, at its option, declare all indebtedness secured hereby and by the Loan Documents to be immediately due and payablethis Assignment. This Assignment shall not operate to place responsibility upon Assignee for the care, control, care, management or repair of the Subject Property, nor Premises or for the carrying out of any of the terms covenants, terms, conditions and conditions of the agreements contained in any Lease; , nor shall it operate to make Assignee responsible or liable for any waste committed on upon the Subject Property or for any dangerous or defective condition of the Subject PropertyPremises, or for any negligence in the management, upkeep, repair, repair or control of the Subject Property Premises resulting in loss or injury or death to any tenant, occupant, licensee, employee, employee or stranger, except for Assignee's gross negligence or willful misconduct. Nothing set forth herein or in the Mortgage, and no exercise by Assignee of any of the rights set forth herein or in the Mortgage shall constitute or be construed as constituting Assignee a "mortgagee in possession" of the Premises, in the absence of the taking of actual possession of the Premises by Assignee pursuant to the provisions hereof or of the Mortgage.

Limitation of Assignee’s Liability. Assignee shall not be liable for any loss sustained by Assignor resulting from Assignee’s failure to let the Premises or from any other act or omission of Assignee in managing, operating or maintaining the Premises following the occurrence of an Event of Default. Assignee shall not be obligated to observe, perform or discharge, nor does Assignee hereby undertake to observe, perform or discharge any covenant, term, condition or agreement contained in any Lease to be observed or performed by the lessor thereunder, or any obligation, duty or liability of Assignor under the Lease or by reason of this Assignment or the exercise of rights or remedies hereunderAssignment. Lessee Assignor shall and does hereby agree to indemnify, defend (using counsel satisfactory to Assignee) and hold Assignee harmless from and against any and all liability, loss or damage incurred which Assignee may incur under the any Lease or under or by reason of this Assignment or the exercise and of rights or remedies hereunder, and from any and all claims and demands whatsoever that which may be asserted against Assignee by reason of any alleged obligations obligation or undertakings undertaking on its part to observe or perform or discharge any of the covenants, terms, covenants or conditions and agreements contained in the any Lease; provided, however, in no event shall Assignor be liable for any liability, loss or damage which Assignee incurs as a direct result of Assignee’s gross negligence or willful misconduct. Should Assignee incur any such liability liability, loss or damage under the any Lease or under or by reason of this Assignment or in the exercise of rights or remedies hereunder, or in defense of any such claims claim or demandsdemand, the amount thereof, including reasonable costs, expenses and reasonable attorney attorneys’ fees, shall be secured hereby and Xxxxxx shall reimburse Assignee therefor immediately upon demand, failing which Assignee may, at its option, declare all indebtedness secured hereby and by the Loan Documents to be become immediately due and payablepayable by Assignor with interest thereon at the Default Rate and shall be secured by this Assignment and the other Loan Documents. This Assignment shall not operate to place responsibility upon Assignee for the care, control, care, management or repair of the Subject Property, nor Premises or for the carrying out of any of the terms covenants, terms, conditions and conditions of the agreements contained in any Lease; , nor shall it operate to make Assignee responsible or liable for any waste committed on upon the Subject Property Premises by any tenant, occupant or other party, or for any dangerous or defective condition of the Subject PropertyPremises, or for any negligence in the management, upkeep, repair, repair or control of the Subject Property Premises resulting in loss or injury or death to any tenant, occupant, licensee, employee, employee or stranger. Nothing set forth herein or in the Mortgage, and no exercise by Assignee of any of the rights set forth herein or in the Mortgage, shall constitute or be construed as constituting Assignee a “lender in possession” of the Premises, in the absence of the taking of actual possession of the Premises by Assignee pursuant to the provisions hereof or of the Mortgage.

Limitation of Assignee’s Liability. Assignee shall not be obligated to perform or discharge any obligation, duty or liability under the Lease by reason of this Assignment or the exercise of rights or remedies hereunder. Lessee shall and does hereby agree to indemnify, defend and hold Assignee harmless from and against any and all liability, loss or damage incurred under the Lease by reason of this Assignment or the exercise of rights or remedies hereunder, and from any and all claims and demands whatsoever that may be asserted against Assignee by reason of any alleged obligations or undertakings on its part to perform or discharge any of the terms, covenants or agreements contained in the Lease. Should Assignee incur any such liability under the Lease by reason of this Assignment or the exercise of rights or remedies hereunder, or in defense of any such claims or demands, the amount thereof, including costs, expenses and reasonable attorney fees, shall be secured hereby and Xxxxxx Lessee shall reimburse Assignee therefor immediately upon demand, failing which Assignee may, at its option, declare all indebtedness secured hereby and by the Loan Documents to be immediately due and payable. This Assignment shall not operate to place responsibility upon Assignee for the control, care, management or repair of the Subject Property, nor for the carrying out of any of the terms and conditions of the Lease; nor shall it operate to make Assignee responsible or liable for any waste committed on the Subject Property or for any dangerous or defective condition of the Subject Property, or for any negligence in the management, upkeep, repair, or control of the Subject Property resulting in loss or injury or death to any tenant, licensee, employee, or stranger.