A mutual waiver of consequential damages clause in a contract stipulates that both parties agree not to hold each other liable for damages that are not a direct result of a breach but rather occur as a secondary effect, such as lost profits or reputational harm. This clause is intended to limit each party's potential exposure to substantial and often unpredictable financial liabilities, promoting more equitable risk management.
Mutual Waiver of Consequential Damages: In no event shall Landlord or Tenant ever be liable hereunder to the other for any indirect, incidental, special or consequential damages (including lost profits, even if a party has been advised of the possibility of such damages) suffered by such other from whatever cause.
Mutual Waiver of Consequential Damages; Limitation of Liability. Notwithstanding any provision of this Lease to the contrary (including, without limitation, any indemnification provision), in no event shall Landlord, Tenant or any of their directors, officers, shareholders, employees, advisers or agents be responsible for interruption or loss of business, income or profits, or any other consequential, indirect or special damages. In the event that Landlord has any liability hereunder to Tenant for direct damages, such liability shall be limited to Landlord’s interest in the Premises and the Land.
Limited mutual waiver of consequential damages. Except for damages mutually agreed upon by the Parties as liquidated damages in §6.4, the Parties agree to waive all claims against each other for any consequential damages that may arise out of or relate to this Agreement, except for those specific items of damages excluded from this waiver as mutually agreed upon by the Parties and identified below. Owner agrees to waive damages including but not limited to Owner’s loss of use of the Project, any rental expenses incurred, loss of income, profit, or financing related to the Project, as well as the loss of business, loss of financing, principal office overhead and expenses, loss of profits not related to this Project, loss of reputation, or insolvency. Design-Builder agrees to waive damages including but not limited to loss of business, loss of financing, loss of profits not related to this Project, loss of bonding capacity, loss of reputation, or insolvency. The provisions of this section shall also apply to the termination of this Agreement and shall survive such termination.
Mutual Waiver of Consequential Damages. Construction Manager and Owner waive Claims against each other for consequential damages arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party’s termination in accordance with Part II, Article 26. Notwithstanding the foregoing, the Owner’s waiver shall not apply to liquidated damages as provided in Part II, Section 6.11 of this Agreement. This waiver of consequential damages also does not apply to consequential damages covered under any insurance policy(ies) required under Exhibit F.
Landlord Exculpation; Mutual Waiver of Consequential Damages. The liability of Landlord or the Landlord Parties to Tenant for any default by Landlord under this Lease or arising in connection herewith or with Landlord’s operation, management, leasing, repair, renovation, alteration or any other matter relating to the Project or the Premises shall be limited solely and exclusively to an amount which is equal to the lesser of (a) the interest of Landlord in the Building or (b) the equity interest Landlord would have in the Building if the Building were encumbered by third-party debt in an amount equal to eighty percent (80%) of the value of the Building (as such value is determined by Landlord), provided that in no event shall such liability extend to any sales or insurance proceeds received by Landlord or the Landlord Parties in connection with the Project, Building or Premises. Neither Landlord, nor any of the Landlord Parties shall have any personal liability therefor, and Tenant hereby expressly waives and releases such personal liability on behalf of itself and all persons claiming by, through or under Tenant. The limitations of liability contained in this Section 29.13 shall inure to the benefit of Landlord’s and the Landlord Parties’ present and future partners, beneficiaries, officers, directors, trustees, shareholders, agents and employees, and their respective partners, heirs, successors and assigns. Under no circumstances shall any present or future partner of Landlord (if Landlord is a partnership), or trustee or beneficiary (if Landlord or any partner of Landlord is a trust), have any liability for the performance of Landlord’s obligations under this Lease. Notwithstanding any contrary provision herein, except in the event of a holdover in the Premises by Tenant as set forth in Article 16 of this Lease, neither Landlord nor the Landlord Parties, nor Tenant nor the Tenant Parties, shall be liable under any circumstances for injury or damage to, or interference with, Tenant’s business, including but not limited to, loss of profits, loss of rents or other revenues, loss of business opportunity, loss of goodwill or loss of use, in each case, however occurring, or loss to inventory, scientific research, scientific experiments, laboratory animals, products, specimens, samples, and/or scientific, business, accounting and other records of every kind and description kept at the premises and any and all income derived or derivable therefrom. Similarly, except with respect to Tenant’s violations of the provisions of this Lease regarding Hazardous Materials and Tenant’s holding over in the Premises following the expiration or sooner termination of this Lease as set forth in Article 16, Tenant shall not be liable under any circumstances for injury or damage to, or interference with, Landlord’s business, including, but not limited to, loss of profits or other revenues (not including, however, loss of rents), loss of business opportunity, loss of goodwill or loss of use, in each case, however occurring. Except to the extent provided by Applicable Law (e.g., piercing the corporate veil), under no circumstances shall any present or future partner, member, stockholder, trustee, beneficiary, officer, director, employee or agent of Tenant or the Tenant Parties have any personal liability for the performance of Tenant’s obligations under this Lease.
Mutual waiver of consequential damages. Notwithstanding anything in the Contract Damages to the contrary, including any indemnification in the Contract Documents, the Contractor and Owner waive claims against each other for consequential damages arising out of or relating to the Contract Documents. This mutual waiver includes: 1. damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and 2.damages incurred by the Contractor for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit, except anticipated profit arising directly from the Work. This mutual waiver is applicable, without limitation, to all consequential damages due to either party’s termination in accordance with Article 14.
Mutual Waiver of Consequential Damages. Notwithstanding anything to the contrary set forth in this Lease, neither Landlord nor the Landlord Parties shall be liable under any circumstances for injury or damage to, or interference with, Tenant's business, including but not limited to, loss of profits, loss of rents or other revenues, loss of business opportunity, loss of goodwill or loss of use, or any indirect, consequential, or punitive damages or any kind, in each case, however occurring (including, without limitation, in connection with or incidental to a failure to furnish any services or utilities, or any failure to perform any repair or maintenance obligations). In addition, neither Tenant nor the Tenant Parties shall be liable under any circumstances for injury or damage to, or interference with, Landlord's business, including but not limited to, loss of profits, loss of rents or other revenues, loss of business opportunity, loss of goodwill or loss of use, or any indirect, consequential, or punitive damages of any kind, in each case, however occurring, , other than those consequential damages incurred by Landlord in connection with (i) a holdover of the Premises by Tenant after the expiration or earlier termination of this Lease, and (ii) any repair, physical construction or improvement work performed by or on behalf of Tenant in the Project.
A Mutual Waiver of Consequential Damages is a contractual provision where both parties agree to relinquish the right to claim consequential damages from each other. Consequential damages, also known as “indirect” or “special” damages, are losses that do not flow directly from the breach of contract but occur as a result of the breach. They can include lost profits, loss of business opportunities, or reputational harm, among others. This waiver is designed to limit the financial risk and liability exposure of the involved parties.
A Mutual Waiver of Consequential Damages should be considered in contracts where:
When drafting a Mutual Waiver of Consequential Damages, consider the following elements:
Example Clause:
Each party hereby waives, to the fullest extent permissible under applicable law, any right to claim or recover consequential, special, incidental, or indirect damages, including but not limited to lost profits or revenues, arising out of or relating to this Agreement.
Mutual Waivers of Consequential Damages are typically found in:
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