Common use of Disclaimer of Consequential Damages Clause in Contracts

Disclaimer of Consequential Damages. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, IRRESPECTIVE OF THE THEORY OF LIABILITY, ARISING FROM OR RELATED TO THE BREACH OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATES, LOSS OF REPUTATION, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELY, “CONSEQUENTIAL DAMAGES”), (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PROVIDED, THAT EACH PARTY WILL REMAIN LIABLE TO THE OTHER PARTY TO THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4.

Disclaimer of Consequential Damages. IN NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, UNDER NO EVENT CIRCUMSTANCES WHATSOEVER SHALL EITHER ANY PARTY (OR ANY OF ITS RELATED PARTIES) BE LIABLE TO THE ANY OTHER PARTY (OR ANY OF ITS RELATED PARTIES) IN CONTRACT, TORT, NEGLIGENCE, BREACH OF STATUTORY DUTY OR OTHERWISE FOR ANY INCIDENTAL, INDIRECT, EXEMPLARYCONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES OR CONSEQUENTIAL DAMAGESANY LOST PROFITS, IRRESPECTIVE LOSS OF THE THEORY USE, DAMAGE TO GOODWILL OR LOSS OF LIABILITY, ARISING FROM OR RELATED TO THE BREACH OF BUSINESS IN CONNECTION WITH THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATES, LOSS OF REPUTATION, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELY, “CONSEQUENTIAL DAMAGES”), (EVEN IF THAT PARTY IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PROVIDED, THAT AND EACH PARTY WILL REMAIN LIABLE HEREBY WAIVES, ON BEHALF OF ITSELF AND ITS RELATED PARTIES, ANY AND ALL CLAIMS FOR SUCH DAMAGES, INCLUDING ANY CLAIM FOR LOST PROFITS, LOSS OF USE, DAMAGE TO THE OTHER GOODWILL OR LOSS OF BUSINESS WHETHER ARISING IN CONTRACT, TORT OR OTHERWISE; PROVIDED THAT THIS SECTION 7.2 SHALL NOT PREVENT A PARTY TO THE EXTENT FROM RECOVERING IN RESPECT OF ANY CONSEQUENTIAL DAMAGES ARE CLAIMED AS MAY BE RECOVERABLE BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4A CLAIM BY SUCH THIRD PARTY.

Disclaimer of Consequential Damages. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN NO EVENT SHALL EITHER THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL, UNDER ANY CIRCUMSTANCES, BE LIABLE TO THE OTHER OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGESEXEMPLARY DAMAGES OR LOST PROFITS, IRRESPECTIVE LOSS OF THE THEORY BUSINESS, LOSS OF LIABILITY, GOODWILL OR DAMAGE TO REPUTATION ARISING FROM OUT OF OR RELATED TO THE BREACH OF TRANSACTIONS CONTEMPLATED UNDER THIS AGREEMENT, INCLUDINGWHETHER CAUSED BY BREACH OF WARRANTY, WITHOUT LIMITATIONBREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OTHER LEGAL OR AFFILIATESEQUITABLE CAUSE OF ACTION, LOSS OF REPUTATION, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELY, “CONSEQUENTIAL DAMAGES”), (EVEN IF THAT THE LIABLE PARTY HAS BEEN ADVISED IS APPRISED OF THE POSSIBILITY LIKELIHOOD OF SUCH DAMAGES), PROVIDED, THAT EACH PARTY WILL REMAIN LIABLE DAMAGES OCCURRING. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO THE (1) PERSONAL INJURY OR DEATH RESULTING FROM LICENSOR’S NEGLIGENCE; (2) FOR FRAUD; OR (3) FOR ANY OTHER PARTY TO THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED MATTER FOR WHICH LIABILITY CANNOT BE EXCLUDED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4LAW.

Disclaimer of Consequential Damages. (a) EXCEPT WITH RESPECT TO (i) A PARTY'S FRAUD OR WILLFUL MISCONDUCT, OR (ii) LOSSES ACTUALLY PAID TO A THIRD PARTY PURSUANT TO A THIRD-PARTY CLAIM IN ACCORDANCE WITH ARTICLE VIII, TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTIES FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE OR CONSEQUENTIAL DAMAGES, IRRESPECTIVE OF THE THEORY OF LIABILITYINVESTMENT LOSSES, ARISING FROM OR RELATED TO THE BREACH OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATESPROFITS, LOSS OF REPUTATIONDATA, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELYUSE ARISING IN ANY MANNER OUT OF OR IN CONNECTION WITH THE TRANSACTION DOCUMENTS HOWEVER CAUSED WHETHER BY NEGLIGENCE, “CONSEQUENTIAL DAMAGES”)BREACH OF CONTRACT, (EVEN IF THAT TORT OR OTHERWISE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF ANY SUCH DAMAGES), PROVIDED, . (b) THE PARTIES HAVE AGREED THAT EACH PARTY THE LIABILITY LIMITATIONS SPECIFIED IN SECTION 8.5 AND THIS SECTION 8.7 WILL REMAIN LIABLE SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO THE OTHER PARTY TO THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4HAVE FAILED ITS ESSENTIAL PURPOSE.

Disclaimer of Consequential Damages. (a) EXCEPT WITH RESPECT TO (i) A PARTY’S FRAUD OR WILLFUL MISCONDUCT, OR (ii) LOSSES ACTUALLY PAID TO A THIRD PARTY PURSUANT TO A THIRD-PARTY CLAIM IN ACCORDANCE WITH ARTICLE VIII, TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTIES FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE OR CONSEQUENTIAL DAMAGES, IRRESPECTIVE OF THE THEORY OF LIABILITYINVESTMENT LOSSES, ARISING FROM OR RELATED TO THE BREACH OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATESPROFITS, LOSS OF REPUTATIONDATA, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELYUSE ARISING IN ANY MANNER OUT OF OR IN CONNECTION WITH THE TRANSACTION DOCUMENTS HOWEVER CAUSED WHETHER BY NEGLIGENCE, “CONSEQUENTIAL DAMAGES”)BREACH OF CONTRACT, (EVEN IF THAT TORT OR OTHERWISE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF ANY SUCH DAMAGES), PROVIDED, . (b) THE PARTIES HAVE AGREED THAT EACH PARTY THE LIABILITY LIMITATIONS SPECIFIED IN SECTION 8.5 AND THIS SECTION 8.7 WILL REMAIN LIABLE SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO THE OTHER PARTY TO THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4HAVE FAILED ITS ESSENTIAL PURPOSE.

Disclaimer of Consequential Damages. IN NO EVENT SUBJECT TO SECTION 10.3 BELOW, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW NEITHER PARTY SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE PUNITIVE, AND/OR CONSEQUENTIAL DAMAGESDAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT; INCLUDING WITHOUT LIMITATION LOSS OF ACTUAL OR ANTICIPATED PROFITS, IRRESPECTIVE LOSS OF THE BUSINESS, LOSS OF GOODWILL, LOSS OF DAMAGE TO, OR CORRUPTION OF, DATA, FAILURE OF SECURITY MECHANISMS, LOSS OF USE, OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, HOWEVER CAUSED, WHETHER ARISING UNDER STATUTE, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR UNDER ANY OTHER THEORY OF LIABILITY, ARISING FROM WHETHER OR RELATED TO NOT THE BREACH OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATES, LOSS OF REPUTATION, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELY, “CONSEQUENTIAL DAMAGES”), (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PROVIDED, THAT EACH PARTY WILL REMAIN LIABLE TO DAMAGE OR WHETHER SUCH DAMAGE WAS FORESEEABLE OR IN THE OTHER PARTY TO CONTEMPLATION OF THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4PARTIES.

Disclaimer of Consequential Damages. EXCEPT FOR CUSTOMER’S BREACH OF PAYMENT OBLIGATIONS (SECTION 1), EITHER PARTY’S BREACH OF SECTION 3 (CONFIDENTIALITY), AND EITHER PARTY’S INDEMNIFICATION AND DEFENSE OBLIGATIONS UNDER THIS AGREEMENT, IN NO EVENT SHALL WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTALSPECIAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGESDAMAGES (INCLUDING LOSS OF USE, IRRESPECTIVE DATA, BUSINESS OR PROFITS) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE THEORY USE OR PERFORMANCE OF LIABILITYTHEHIVE CLOUD PLATFORM, ARISING WHETHER SUCH LIABILITY ARISES FROM OR RELATED TO THE BREACH OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR DAMAGES CLAIM BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATESCONTRACT, LOSS OF REPUTATIONWARRANTY, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL TORT (COLLECTIVELY, “CONSEQUENTIAL DAMAGES”INCLUDING NEGLIGENCE), (EVEN IF THAT PRODUCT LIABILITY OR OTHERWISE, AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PROVIDED, THAT EACH PARTY WILL REMAIN LIABLE TO THE OTHER PARTY TO THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4LOSS OR DAMAGE.

Disclaimer of Consequential Damages. IN NO EVENT SHALL EXCEPT FOR (i) FRAUD, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT BY EITHER PARTY, (ii) BREACH OF CLIENT’S PAYMENT OBLIGATIONS AND (iii) INFRINGEMENT OR VIOLATION OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, INDIRECTSPECIAL, EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, IRRESPECTIVE OR ANY LOSS OF INCOME, DATA, PROFITS, REVENUE OR BUSINESS INTERRUPTION, OR THE THEORY COST OF LIABILITYCOVER OR SUBSTITUTE SERVICES OR OTHER ECONOMIC LOSS, ARISING FROM OUT OF OR RELATED TO THE BREACH OF IN CONNECTION WITH THIS AGREEMENT, INCLUDINGWHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON CONTRACT, WITHOUT LIMITATIONWARRANTY, ANY CLAIMS FOR DAMAGES BASED UPON LOST PROFITS FOR SALES TO THIRD PARTIES OR AFFILIATES, LOSS OF REPUTATION, LOSS OF MARKET SHARE, LOSS OF BUSINESS OPPORTUNITY OR LOSS OF GOOD WILL (COLLECTIVELY, “CONSEQUENTIAL DAMAGES”TORT(INCLUDING NEGLIGENCE), (EVEN IF THAT STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT SUCH PARTY HAS BEEN WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PROVIDED, THAT EACH PARTY WILL REMAIN LIABLE TO THE OTHER PARTY TO THE EXTENT ANY CONSEQUENTIAL DAMAGES ARE CLAIMED BY A THIRD PARTY AND ARE SUBJECT TO INDEMNIFICATION PURSUANT TO SECTION 7.4LOSS OR DAMAGE.