Common use of Exclusions of liability Clause in Contracts

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.1, or (iii) solely with respect to such damages incurred by Supplier or any of its Affiliates, the use of the 3M Trademark by Purchaser or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) Purchaser’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) Purchaser’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the services, Products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser or its Affiliates under or in accordance with this Agreement, (iii) Purchaser’s or any of its Affiliates’ manner of operating or conducting Purchaser’s business (including the operations or systems) if operated or conducted materially differently than the manner in which Purchaser’s business was operated or conducted immediately prior to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply of the Products or Supplier’s other express obligations set out in this Agreement, or (v) Supplier’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by Purchaser, except, in each case, to the extent caused by Supplier’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.110.5, or (iii) solely with respect to such damages Damages incurred by Supplier Parent or any of its Affiliates, the use of the 3M Trademark by Purchaser SpinCo or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a7.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier Parent nor any of its Affiliates shall have any liability towards Purchaser SpinCo or any of its Affiliates or Indemnified Persons for (a) any failure to supply perform the Products Transition Distribution Activities or perform Migration Support or any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser SpinCo or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) PurchaserSpinCo’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) PurchaserSpinCo’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the servicesservices (including the Transition Distribution Activities), Products products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser SpinCo or its Affiliates under or in accordance with this Agreement, (iii) PurchaserSpinCo’s or any of its Affiliates’ manner of operating or conducting PurchaserSpinCo’s business (including the operations or systems) if operated or conducted materially differently than the manner in which PurchaserSpinCo’s business was operated or conducted immediately prior to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply provision of the Products Transition Distribution Activities or SupplierParent’s other express obligations set out in this Agreement, or (v) SupplierParent’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by PurchaserSpinCo, except, in each case, to the extent caused by SupplierParent’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.110.9, or (iii) solely with respect to such damages incurred by Supplier Parent or any of its Affiliates, the use of the 3M Trademark by Purchaser SpinCo or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a8.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier Service Provider nor any of its Affiliates shall have any liability towards Purchaser Service Recipient or any of its Affiliates or Indemnified Persons for (a) any failure to supply perform the Products Transition Services or perform Migration Support or any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser Service Recipient or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) PurchaserService Recipient’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) PurchaserService Recipient’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the servicesservices (including the Transition Services), Products products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser Service Recipient or its Affiliates under or in accordance with this Agreement, (iii) PurchaserService Recipient’s or any of its Affiliates’ manner of operating or conducting PurchaserService Recipient’s business (including the operations or systems) if operated or conducted materially differently than the manner in which PurchaserService Recipient’s business was operated or conducted immediately prior to the Initial Distribution, (iv) any transactions contemplated by this Agreement other than the supply provision of the Products Transition Services or SupplierService Provider’s other express obligations set out in this Agreement, or (v) SupplierService Provider’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by PurchaserService Recipient, except, in each case, to the extent caused by SupplierService Provider’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor 8.1 No claim shall be made by the Company or PLC or by any director of such body corporate or any of their respective Affiliatessubsidiary undertakings or associates or by any director of such body corporate and the Company and PLC shall use reasonable endeavours to ensure that no officer, shall be liable employee or agent of any such body corporate makes any claim, against either of the Joint Sponsors, any holding company of either of the Joint Sponsors, any subsidiary undertaking of either of the Joint Sponsors or of any such holding company, or any of their respective associates, or any of the directors, partners, officers, employees, agents or advisers of any such person (each of the foregoing, an INDEMNIFIED PERSON) to recover any loss, damage, cost, charge or expense which the Company or PLC or any of their respective subsidiary undertakings or associates or, as the case may be, any director, officer, employee or agent of any such body corporate may suffer or incur and which arises out of the carrying out by any Indemnified Person of obligations or services in connection with this Agreement for or any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity other agreements relating to the breach Restructuring, the Schemes or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, Admission or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.1, or (iii) solely with respect to such damages incurred by Supplier or any of its Affiliatesthe Restructuring, the use of the 3M Trademark by Purchaser Schemes or its Affiliates Admission or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or otherwise in connection with (i) Purchaser’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) Purchaser’s or any of its Affiliates’ implementation, execution, use or exploitation of any the despatch of the servicesSchemes Document or the Listing Documents or the fact that the Schemes Document or the Listing Documents are untrue, Products (including product liability claims) inaccurate or other deliverables received by misleading in any material respect or benefits (including usage rights) granted do not contain all facts material to Purchaser or its Affiliates under or in accordance with this Agreement, (iii) Purchaser’s or any of its Affiliates’ manner of operating or conducting Purchaser’s business (including the operations or systems) if operated or conducted materially differently than the manner in which Purchaser’s business was operated or conducted immediately prior to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply a potential acquiror of the Products Ordinary Shares, Notes or Supplier’s other express obligations set out in this Agreement, or (v) Supplier’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by Purchaser, Warrants except, in each case, to the extent caused by Supplier’s only that the loss, damage, cost, charge or its Affiliate’s gross expense arises (otherwise than in connection with the matters referred to in Clause 9.1(b), (d), (e), (f) and (g) and otherwise than as a result of a payment made or an obligation or liability to make payment arising under Clause 9) primarily from (i) any conduct, action or omission comprising negligence or willful misconduct wilful default of the relevant Indemnified Person or (ii) the negligent failure by that Indemnified Person to comply with its obligations under this Agreement in performing any material respect. 8.2 Notwithstanding any rights or claims which the Company or PLC may have or assert against the Joint Sponsors in connection with this Agreement, the Restructuring, the Schemes, Admission or any of its obligations pursuant the other arrangements contemplated by the Schemes Document, Prospectus, PLC Shareholders Letter or this Agreement, no claim will be brought by the Company or PLC or any of their respective subsidiary undertakings or associates, and the Company and PLC shall use reasonable endeavours to ensure that no director, officer, employee or agent of any such body corporate makes any claim, against any director, partner, officer, employee or agent of the Joint Sponsors in respect of any conduct, action or omission by the individual concerned in connection with this Agreement, the Restructuring, the Schemes or Admission or any of the other transactions contemplated by the Schemes Document, the Prospectus or this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.112.1, or (iii) solely with respect to such damages incurred by Supplier Parent or any of its Affiliates, the use of the 3M Trademark by Purchaser SpinCo or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a10.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser Requester or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products Deliverables or provide the Services or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser Requester or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) PurchaserRequester’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) PurchaserRequester’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the servicesServices, Products products (including product liability claims) or other deliverables Deliverables received by or benefits (including usage rights) granted to Purchaser Requester or its Affiliates under or in accordance with this Agreement, (iii) PurchaserRequester’s or any of its Affiliates’ manner of operating or conducting PurchaserRequester’s business (including the operations or systems) if operated or conducted materially differently than the manner in which PurchaserRequester’s business was operated or conducted immediately prior to the Initial Distribution, (iv) any transactions contemplated by this Agreement other than the supply of the Products Deliverables or provision of the Services or Supplier’s other express obligations set out in this Agreement, or (v) Supplier’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (viv) or that were caused by specifications or directions provided by PurchaserRequester, except, in each case, to the extent caused by Supplier’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.110.9, or (iii) solely with respect to such damages incurred by Supplier Parent or any of its Affiliates, the use of the 3M Trademark by Purchaser SpinCo or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a8.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier Service Provider nor any of its Affiliates shall have any liability towards Purchaser Service Recipient or any of its Affiliates or Indemnified Persons for (a) any failure to supply perform the Products Transition Services or perform Migration Support or any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser Service Recipient or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) PurchaserService Recipient’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) PurchaserService Recipient’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the servicesservices (including the Transition Services), Products products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser Service Recipient or its Affiliates under or in accordance with this Agreement, (iii) PurchaserService Recipient’s or any of its Affiliates’ manner of operating or conducting PurchaserService Recipient’s business (including the operations or systems) if operated or conducted materially differently than the manner in which PurchaserService Recipient’s business was operated or conducted immediately prior to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply provision of the Products Transition Services or SupplierService Provider’s other express obligations set out in this Agreement, or (v) SupplierService Provider’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by PurchaserService Recipient, except, in each case, to the extent caused by SupplierService Provider’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.110.5, or (iii) solely with respect to such damages Damages incurred by Supplier Parent or any of its Affiliates, the use of the 3M Trademark by Purchaser SpinCo or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a7.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. . (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier Parent nor any of its Affiliates shall have any liability towards Purchaser SpinCo or any of its Affiliates or Indemnified Persons for (a) any failure to supply perform the Products Transition Distribution Activities or perform Migration Support or any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser SpinCo or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) PurchaserSpinCo’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) PurchaserSpinCo’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the servicesservices (including the Transition Distribution Activities), Products products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser SpinCo or its Affiliates under or in accordance with this Agreement, (iii) PurchaserSpinCo’s or any of its Affiliates’ manner of operating or conducting PurchaserSpinCo’s business (including the operations or systems) if operated or conducted materially differently than the manner in which PurchaserSpinCo’s business was operated or conducted immediately prior to the Initial Distribution, (iv) any transactions contemplated by this Agreement other than the supply provision of the Products Transition Distribution Activities or SupplierParent’s other express obligations set out in this Agreement, or (v) SupplierParent’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by PurchaserSpinCo, except, in each case, to the extent caused by SupplierParent’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.110.5, or (iii) solely with respect to such damages Damages incurred by Supplier Parent or any of its Affiliates, the use of the 3M Trademark by Purchaser SpinCo or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a7.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier Parent nor any of its Affiliates shall have any liability towards Purchaser SpinCo or any of its Affiliates or Indemnified Persons for (a) any failure to supply perform the Products Transition Distribution Activities or perform Migration Support or any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser SpinCo or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) PurchaserSpinCo’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) PurchaserSpinCo’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the servicesservices (including the Transition Distribution Activities), Products products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser SpinCo or its Affiliates under or in accordance with this Agreement, (iii) PurchaserSpinCo’s or any of its Affiliates’ manner of operating or conducting PurchaserSpinCo’s business (including the operations or systems) if operated or conducted materially differently than the manner in which PurchaserSpinCo’s business was operated or conducted immediately prior to the Initial Distribution, (iv) any transactions contemplated by this Agreement other than the supply provision of the Products Transition Distribution Activities or SupplierParent’s other express obligations set out in this Agreement, or (v) SupplierParent’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by PurchaserSpinCo, except, in each case, to the extent caused by SupplierParent’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. Notwithstanding anything in this agreement to the contrary, in no event is Powerblox and its parent companies, subsidiaries, affiliates, resellers, distributors and vendors (including but not limited to all equipment and technology suppliers), and their officers, representatives, agents, contractors and employees, liable for consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, lost profits or revenues, lost data or diminution in value, arising out of or relating to this agreement or any use of the Powerblox Software, regardless of (a) Unless explicitly set out otherwise whether the damages were foreseeable, (b) whether or not you or the user was advised of the possibility of the damages and (c) the legal or equitable theory (contract, tort, restitution or otherwise) on which the claim is based, and notwithstanding the failure of any agreed or other remedy of its essential purpose. Notwithstanding anything in this Agreementagreement to the contrary, in no Partyevent shall Powerblox’s and its parent companies’, nor subsidiaries’, affiliates’, resellers’, distributors’ and vendors’ (including but not limited to all equipment and technology suppliers’), and their officers’, representatives’, agents’, contractors’ and employees’, aggregate liability arising out of or related to this agreement or any use of the Powerblox Software, whether arising out of or related to breach of contract, tort (including negligence), restitution or otherwise, exceed the total of the amounts that you have paid for the Powerblox Software product. the foregoing limitations apply even if the remedies under this agreement fail of their respective Affiliates, shall be liable essential purpose. The exclusions and limitations of liability in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating clause 18 also applies to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages ❖ anything related to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with the: (i) any fraudulent acts or omissionssoftware, (ii) a breach of Section 14.1services, (iii) content (including code) on any third- party Internet sites, or (iiiiv) solely with respect to such damages incurred by Supplier or any of its Affiliates, the use of the 3M Trademark by Purchaser or its Affiliates or licensees, including third party materials; and ❖ claims for breach of license termscontract, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contractguarantee or condition, strict liability, negligence, strict liability in tortloss of data, damage to records or data, loss of goodwill, loss as a consequence of a business interruption or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) tort to the extent caused bypermitted by applicable law. The exclusions and limitations of liability in this clause 18 also applies even if ❖ repair, relating to, replacement or arising out of a refund for the software does not fully compensate you for any losses; or in connection with (i) Purchaser’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) Purchaser’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the services, Products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser ❖ Powerblox or its Affiliates knew or should have known about the possibility of the damages. ❖ Free products and the right to use Powerblox Online Service in the trial period. For products and access to Powerblox Online Service in the trial period, Powerblox Software’s maximum liability for damages cannot exceed EUR 10. Nothing in the agreement, including these Terms, shall be construed to limit Powerblox's liability under or in accordance with this Agreementthe mandatory provisions of applicable product liability laws, (iii) Purchaser’s or any of its Affiliates’ manner of operating or conducting Purchaser’s business (including the operations or systems) if operated or conducted materially differently than the manner in which Purchaser’s business was operated or conducted immediately prior Belgian Products Liability Act. Any product liability is, however, disclaimed to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply of the Products or Supplier’s other express obligations set out in this Agreement, or (v) Supplier’s actions or inactions in connection with any deliverables, benefits or transactions pursuant furthest extent possible according to (i) through (v) or that were caused by specifications or directions provided by Purchaser, except, in each case, to the extent caused by Supplier’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreementapplicable laws. VERIFYING COMPLIANCE.

Exclusions of liability. (a) Unless explicitly set out otherwise 9.1 The Subscriber acknowledges and agrees that notwithstanding anything to the contrary contained in this Agreement, no Party, nor any agreement – 9.1.1 the SAT services are intended to reduce the risk of their respective Affiliates, loss but not of eliminating such risk and are not intended to be life-saving but to provide the best efforts in early warnings of fatigue; 9.1.2 SAT shall not be liable in connection with this Agreement for any punitive, incidental, loss or damage of whatsoever nature (whether direct or consequential, exemplary, special ) or indirect, speculative, not reasonably foreseeable expenses or similar damages, including cost of any loss of future revenue, profits, incomenature whatsoever which may be suffered by the Subscriber or any third party in consequence of, or anticipated savingsattributable directly or indirectly to, loss any act or omission by SAT or any failure by SAT to provide the SAT services pursuant to this agreement, notwithstanding any negligence on the part of business reputation, goodwill SAT and/or its employees and/or its agents; or opportunity relating directly or indirectly arising pursuant to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach the provision of Section 14.1, or (iii) solely with respect services to such damages incurred by Supplier or any of its Affiliates, the use of the 3M Trademark by Purchaser or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself SAT or the infringing use of Subscriber by any wireless telephone network operator (“the 3M Trademark. The limitations of this Section 11.1(aService Provider”) apply regardless of whether or which makes such wireless telephone network services (“the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (bNetwork Services”) Notwithstanding anything in this Agreement available to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, Subscribers or arising out of or in connection with (i) Purchaser’s any system down time or any delay, malfunction or breakdown of its Affiliates’ acts, omissionsequipment or the Network Services or unavailability of the Network Services, or breach of this Agreement the activation, deactivation, suspension, cancellation or failure to satisfy any of its obligations under this Agreement, (ii) Purchaser’s or any of its Affiliates’ implementation, execution, use or exploitation reactivation of any of SIM card by the services, Products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser or its Affiliates under or in accordance with this Agreement, (iii) Purchaser’s or any of its Affiliates’ manner of operating or conducting Purchaser’s business (including the operations or systems) if operated or conducted materially differently than the manner in which Purchaser’s business was operated or conducted immediately prior to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply of the Products or Supplier’s other express obligations set out in this AgreementService Provider, or (v) Supplier’s actions the reliance on any information received from the Service Provider via the Network Services. 9.2 The Subscriber hereby indemnifies and holds SAT harmless against all and any claims of whatsoever nature including all claims for loss, damage, expenses and costs, which may be brought against SAT by any person arising directly or inactions indirectly or in connection with any deliverablesact or omission by SAT in providing the SAT services or otherwise, benefits notwithstanding any negligence on the part of SAT and/or its employees and/or its agents, or transactions pursuant to (i) through (v) arising directly or that were caused indirectly or in connection with any act or omission by specifications the Service Providers, SAT’s or directions the Subscriber’s use or accessing of the Network Services, or the reliance on information provided by Purchaser, except, in each case, the Service Providers. 9.3 Notwithstanding anything to the extent caused contrary contained herein, any liability whatsoever that may be attributable to SAT (which is denied) shall be limited to and shall not exceed 12 months revenue received by Supplier’s or its Affiliate’s gross negligence or willful misconduct SAT under and in performing any terms of its obligations pursuant to this Agreementagreement.

Exclusions of liability. (a) Unless explicitly set out otherwise in this Agreement, no Party, nor any of their respective Affiliates, shall be liable in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with (i) any fraudulent acts or omissions, (ii) a breach of Section 14.1, or (iii) solely with respect to such damages incurred by Supplier or any of its Affiliates, the use of the 3M Trademark by Purchaser or its Affiliates or licensees, including breach of license terms, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contract, negligence, strict liability in tort, or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) to the extent caused by, relating to, or arising out of or in connection with (i) Purchaser’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) Purchaser’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the services, Products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser or its Affiliates under or in accordance with this Agreement, (iii) Purchaser’s or any of its Affiliates’ manner of operating or conducting Purchaser’s business (including the operations or systems) if operated or conducted materially differently than the manner in which Purchaser’s business was operated or conducted immediately prior to the Initial Distribution, (iv) any transactions contemplated by this Agreement other than the supply of the Products or Supplier’s other express obligations set out in this Agreement, or (v) Supplier’s actions or inactions in connection with any deliverables, benefits or transactions pursuant to (i) through (v) or that were caused by specifications or directions provided by Purchaser, except, in each case, to the extent caused by Supplier’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreement.

Exclusions of liability. Notwithstanding anything in this agreement to the contrary, in no event is Xams and its parent companies, subsidiaries, affiliates, resellers, distributors and vendors (including but not limited to all equipment and technology suppliers), and their officers, representatives, agents, contractors and employees, liable for consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, lost profits or revenues, lost data or diminution in value, arising out of or relating to this agreement or any use of the Xams Software, regardless of (a) Unless explicitly set out otherwise whether the damages were foreseeable, (b) whether or not you or the user was advised of the possibility of the damages and (c) the legal or equitable theory (contract, tort, restitution or otherwise) on which the claim is based, and notwithstanding the failure of any agreed or other remedy of its essential purpose. Notwithstanding anything in this Agreementagreement to the contrary, in no Partyevent shall Xams’s and its parent companies’, nor subsidiaries’, affiliates’, resellers’, distributors’ and vendors’ (including but not limited to all equipment and technology suppliers’), and their officers’, representatives’, agents’, contractors’ and employees’, aggregate liability arising out of or related to this agreement or any useof the Xams Software, whether arising out of or related to breach of contract, tort (including negligence), restitution or otherwise, exceed the total of the amounts that you have paid for the Xams Software product. the foregoing limitations apply even if the remedies under this agreement fail of their respective Affiliates, shall be liable essential purpose. The exclusions and limitations of liability in connection with this Agreement for any punitive, incidental, consequential, exemplary, special or indirect, speculative, not reasonably foreseeable or similar damages, including any loss of future revenue, profits, income, or anticipated savings, loss of business reputation, goodwill or opportunity relating clause 18 also applies to the breach or alleged breach of this Agreement, diminution of value or based on any type of multiple; provided, this sentence does not preclude such Damages  anything related to the extent actually owed with respect to a Third-Party Claim or caused by, resulting from, arising out of, or in connection with the: (i) any fraudulent acts or omissionssoftware, (ii) a breach of Section 14.1services, (iii) content (including code) on any third- party Internet sites, or (iiiiv) solely with respect to such damages incurred by Supplier or any of its Affiliates, the use of the 3M Trademark by Purchaser or its Affiliates or licensees, including third party materials; and  claims for breach of license termscontract, damages to the 3M Trademark itself or the infringing use of the 3M Trademark. The limitations of this Section 11.1(a) apply regardless of whether the damages are based on breach of warranty, breach of contractguarantee or condition, strict liability, negligence, strict liability in tortloss of data, damage to records or data, loss of goodwill, loss as a consequence of a business interruption or any other legal or equitable theory. (b) Notwithstanding anything in this Agreement to the contrary, neither Supplier nor any of its Affiliates shall have any liability towards Purchaser or any of its Affiliates or Indemnified Persons for (a) any failure to supply the Products or perform any of its obligations hereunder in accordance with this Agreement or (b) any Damages or inconveniences incurred by Purchaser or any of its Affiliates or Indemnified Persons, in each case ((a) and (b)) tort to the extent caused bypermitted by applicable law. The exclusions and limitations of liability in this clause 18 also applies even if  repair, relating to, replacement or arising out of a refund for the software does not fully compensate you for any losses; or in connection with (i) Purchaser’s or any of its Affiliates’ acts, omissions, or breach of this Agreement or failure to satisfy any of its obligations under this Agreement, (ii) Purchaser’s or any of its Affiliates’ implementation, execution, use or exploitation of any of the services, Products (including product liability claims) or other deliverables received by or benefits (including usage rights) granted to Purchaser  Xams or its Affiliates knew or should have known about the possibility of the damages.  Free products and the right to use Xams Online Service in the trial period. For productsand access to Xams Online Service in the trial period, Xams Software’s maximum liability for damages cannot exceed EUR 10. Nothing in the agreement, including these Terms, shall be construed to limit Xams's liability under or in accordance with this Agreementthe mandatory provisions of applicable product liability laws, (iii) Purchaser’s or any of its Affiliates’ manner of operating or conducting Purchaser’s business (including the operations or systems) if operated or conducted materially differently than the manner in which Purchaser’s business was operated or conducted immediately prior Belgian Products Liability Act. Any product liability is, however, disclaimed to the Distribution, (iv) any transactions contemplated by this Agreement other than the supply of the Products or Supplier’s other express obligations set out in this Agreement, or (v) Supplier’s actions or inactions in connection with any deliverables, benefits or transactions pursuant furthest extent possible according to (i) through (v) or that were caused by specifications or directions provided by Purchaser, except, in each case, to the extent caused by Supplier’s or its Affiliate’s gross negligence or willful misconduct in performing any of its obligations pursuant to this Agreementapplicable laws. VERIFYING COMPLIANCE.