Common use of Liability and Risk Clause in Contracts

Liability and Risk. General Neither Interconnector nor the Shipper shall be liable to the other for: (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector or on the part of the Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) and 4.3, 78.1(f) and 78.2(b). The Party in whose favour the indemnities contained in Clauses 2.8(b), 4.3, 78.1 and 78.2 above is given shall: (a) notify the indemnifying Party as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying Party; (c) permit the indemnifying Party to conduct the defence and settlement of any claim (subject to the indemnifying Party undertaking to provide the other Party with such information in relation thereto as that other Party may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 and 89.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of Interconnector's liability: (a) to the Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is two million Pounds Sterling (£2,000,000); and

Liability and Risk. General Neither Interconnector IUK nor the Shipper shall be liable to the other for: (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector IUK or on the part of the Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) and 4.3, 78.1(f8.1(f) and 78.2(b8.2(b). The Party in whose favour the indemnities contained in Clauses 2.8(b), 4.33.3, 78.1 8.1 and 78.2 8.2 above is given shall: (a) notify the indemnifying Party as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying Party; (c) permit the indemnifying Party to conduct the defence and settlement of any claim (subject to the indemnifying Party undertaking to provide the other Party with such information in relation thereto as that other Party may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 9.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.69.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 and 89.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of Interconnector's liability: (a) to the Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is two million Pounds Sterling (£2,000,000); andClauses

Liability and Risk. General Neither Interconnector nor the Shipper shall be liable to the other for: (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector or on the part of the Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) and 4.3, 78.1(f8.1(f) and 78.2(b8.2(b). The Party in whose favour the indemnities contained in Clauses 2.8(b), 4.3, 78.1 8.1 and 78.2 8.2 above is given shall: (a) notify the indemnifying Party as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying Party; (c) permit the indemnifying Party to conduct the defence and settlement of any claim (subject to the indemnifying Party undertaking to provide the other Party with such information in relation thereto as that other Party may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 9.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.69.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 9.4 and 89.5 9.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of Interconnector's liability: (a) to the Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is two million Pounds Sterling (£2,000,000); and (b) to all Shippers under all Shipper Agreements for an event or a series of events (whether related or unrelated) arising in any Gas Year is four million Pounds Sterling (£4,000,000) and where Interconnector would otherwise be liable for an aggregate amount to Shippers in excess of four million Pounds Sterling (£4,000,000) in a Gas Year, Interconnector’s liability to each Shipper will be reduced on a pro rata basis so that such limit is not exceeded. This limit on liability does not apply to the indemnities given under Clause 8.3 and this Clause does not affect the operation of Clause 9.1. The maximum amount of the Shipper’s liability to Interconnector under this Agreement for any event or series of events (whether related or unrelated) arising from any breach of or an act or omission of the Shipper in the course of or in connection with its performance under this Agreement in any Gas Year is two million Pounds Sterling (£2,000,000) except that no maximum amount applies to a Termination Amount claimed in accordance with Clause 7.6 or the indemnity given under Clause 2.8(b). This limit on liability does not apply to the indemnities given under Clauses 8.1 and 8.2(b) and this Clause does not affect the operation of Clause 9.1.

Liability and Risk. General Neither Interconnector IUK nor the Shipper shall be liable to the other for: (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector IUK or on the part of the Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) and 4.3, 78.1(f8.1(f) and 78.2(b8.2(b). The Party in whose favour the indemnities contained in Clauses 2.8(b), 4.3, 78.1 8.1 and 78.2 8.2 above is given shall: (a) notify the indemnifying Party as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying Party; (c) permit the indemnifying Party to conduct the defence and settlement of any claim (subject to the indemnifying Party undertaking to provide the other Party with such information in relation thereto as that other Party may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 9.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.69.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 and 89.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of Interconnector's liability: (a) to the Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is two million Pounds Sterling (£2,000,000); andClauses

Liability and Risk. General Neither Interconnector nor the Shipper shall be liable to the other for: (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector or on the part of the Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) ), and 4.3, 78.1(f7.1(f) and 78.2(b7.62(cb). The Party in whose favour favourIf Interconnector becomes aware of any claim or fact or circumstance which may ghive rise to a claim in connection with the indemnities contained in Clauses 2.8(b), 4.3, 78.1 7.1 and 78.2 7.6 (c) 2 above is given givenInterconnector shall: (a) notify the indemnifying Party PartyShipper as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying PartyPartyShipper; (c) permit the indemnifying Party PartyShipper to conduct the defence and settlement of any claim (subject to the indemnifying Party PartyShipper undertaking to provide the other Party PartyInterconnector with such information in relation thereto as that other Party PartyInterconnector may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 8.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.68.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 8.4 and 89.5 8.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of Interconnector's liability: (a) to the Shipper under this Agreementforto the Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is twothree million Pounds Sterling (£2Euro (€3,000,000); and (b) to all Shippers under all Shipper Agreements and all Storage Users under all Interconnector Storage Services Agreements for an event or a series of events (whether related or unrelated) arising in any Gas Year is foursix million Pounds Sterling (£4Euro (€6,000,000) and where Interconnector would otherwise be liable for an aggregate amount to Shippers in excess of foursix million Pounds Sterling (£4Euro (€6,000,000) in a Gas Year, Interconnector’s liability to each Shipper and Storage User will be reduced on a pro rata basis so that such limit is not exceeded. This limit on liability does not apply to the indemnities given under Clause 7.6(c)310 and this Clause does not affect the operation of Clause 8.1. The maximum amount of the Shipper’s liability to Interconnector under this Agreement for any event or series of events (whether related or unrelated) arising from any breach of or an act or omission of the Shipper in the course of or in connection with its performance under this Agreement in any Gas Year is two million Pounds Sterling (£2,000,0002in any Gas Year is three million Euro (€3,000,000) except that no maximum amount applies to a Termination Amount claimed in accordance with Clause 6.6 or the indemnity given under Clause 2.8(b); and. This limit on liability does not apply to the indemnities given under Clauses 7.6(c)1 and 7.2(b) and this Clause does not affect the operation of Clause 8.1.

Liability and Risk. General Neither Interconnector nor the Shipper shall be liable to the other for: (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector or on the part of the Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) and 4.3, 78.1(f7.1(f) and 78.2(b7.2(b). The Party in whose favour the indemnities contained in Clauses 2.8(b), 4.3, 78.1 7.1 and 78.2 7.2 above is given shall: (a) notify the indemnifying Party as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying Party; (c) permit the indemnifying Party to conduct the defence and settlement of any claim (subject to the indemnifying Party undertaking to provide the other Party with such information in relation thereto as that other Party may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 8.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.68.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 8.4 and 89.5 8.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of Interconnector's liability: (a) to the Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for Agreementfor an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is two million Pounds Sterling (£2,000,000); and (b) to all Shippers under all Shipper Agreements for an event or a series of events (whether related or unrelated) arising in any Gas Year is four million Pounds Sterling (£4,000,000) and where Interconnector would otherwise be liable for an aggregate amount to Shippers in excess of four million Pounds Sterling (£4,000,000) in a Gas Year, Interconnector’s liability to each Shipper will be reduced on a pro rata basis so that such limit is not exceeded. This limit on liability does not apply to the indemnities given under Clause 7.3 and this Clause does not affect the operation of Clause 8.1. The maximum amount of the Shipper’s liability to Interconnector under this Agreement for any event or series of events (whether related or unrelated) arising from any breach of or an act or omission of the Shipper in the course of or in connection with its performance under this Agreement in any Gas Year is two million Pounds Sterling (£2,000,000) except that no maximum amount applies to a Termination Amount claimed in accordance with Clause 6.6 or the indemnity given under Clause 2.8(b). This limit on liability does not apply to the indemnities given under Clauses 7.1 and 7.2(b) and this Clause does not affect the operation of Clause 8.1.

Liability and Risk. General Neither Interconnector nor the Shipper shall be liable to the other for:General (a) any Consequential Losses; or (b) any special or incidental loss or damage; sustained as a result of any action or failure on the part of Interconnector IUK or on the part of the IAA Shipper (including, for this purpose, their respective contractors, subcontractors, employees or representatives) except that such exclusion shall not apply to liability under each of the indemnities in Clauses 2.8(b) and 4.343.3, 78.1(f7.1(a)(vi), 87.14(f) and 78.2(b87.25(b). The Party in whose favour the indemnities contained in Clauses 2.8(b), 4.33.3, 78.1 7.1, 78.14 and 78.2 78.25 above is given shall: (a) notify the indemnifying Party as soon as reasonably practicable of any claim or fact or circumstance which may give rise to a claim; (b) not make any admission of liability or any admission of any material fact or matter relating to a claim without the written agreement of the indemnifying Party; (c) permit the indemnifying Party to conduct the defence and settlement of any claim (subject to the indemnifying Party undertaking to provide the other Party with such information in relation thereto as that other Party may from time to time reasonably request). Nothing in this Agreement restricts or limits a Party’s obligation under law to mitigate a loss it may suffer or incur or has suffered or incurred that may give rise to a claim under an indemnity given in this Agreement. Nothing in this Agreement excludes or limits the liability of either Party for death or personal injury resulting from the negligence of such Party. Nothing in this Agreement prevents either Party from or restricts it in enforcing any obligation (including suing for a debt) owed to it under or pursuant to this Agreement. Subject to Clause 98.9 nothing in this Agreement shall be a waiver by either Party of any right or remedy it has (other than under this Agreement) in respect of a breach by the other Party of any applicable law. Subject to Clause 89.698.6, where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise to such breach. Where this Agreement provides that any amount to be payable by a Party upon or in respect of that Party's breach of any provision of this Agreement or termination of this Agreement the Parties confirm that the amount payable is reasonable and proportionate to protect the interest of the Party in receipt of such payment. The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort (including negligence and nuisance) in respect of the subject matter of this Agreement and accordingly, but without affecting the operation of Clauses 98.4 and 89.5 98.5 each Party waives any rights or remedies and releases the other Party from any duties or liabilities arising in tort in respect of the subject matter of this Agreement. The maximum amount of InterconnectorIUK's liability: (a) to the IAA Shipper under this Agreement or, where a Shipper has an Interconnector Storage Services Agreement, under this Agreement and the Interconnector Storage Services Agreement, for an event or a series of events (whether related or unrelated) arising from any breach of or an act or omission of Interconnector IUK in the course of or in connection with its performance of this Agreement (or Interconnector Storage Services Agreement) in any Gas Year is two million Pounds Sterling (£2,000,000); and