Liability of Supplier Clause Samples

Liability of Supplier. 10.1. To the maximum extent permitted by law, no warranty, condition, description or representation on the part of Festo is given or implied or has been given or is to be implied from anything said or written in the negotiations between the parties or their representatives, and any statutory or other warranty, condition, description or representation, express or implied as to the state, quality or fitness of the Goods is hereby expressly excluded. Nothing herein shall derogate from or exclude any warranties or conditions necessarily implied by any statute or other applicable law. 10.2. Where Festo’s performance of these Terms or any Agreement constitute a supply of goods or services to a consumer within the meaning of the Competition and Consumer ▇▇▇ ▇▇▇▇ (Cth) (including the Australian Consumer Law), as amended, or any relevant similar State or Territory legislation ("the Acts"), then: a) nothing contained in these Terms shall exclude, restrict, or modify any condition, warranty or other obligation in relation to any Agreement and/or the Goods and Services which, pursuant to the Acts, or any of them, is applicable or is conferred on the Customer where to do so is unlawful; and b) to the maximum extent permitted by law, Festo’s sole liability for breach of any such condition, warranty or other obligation (including any Consequential Loss which the customer may sustain or incur) shall be limited (except to the extent specifically set forth herein) to:- i) the replacement of the Goods or Services; or ii) the supply of equivalent goods or services; or iii) payment of the cost of replacing the Goods or Services or acquiring equivalent goods; or iv) the repair of the Goods or payment of the cost of having the Goods repaired, as Festo may select in its sole and absolute discretion. 10.3. To the maximum extent permitted by law, the Customer releases Festo from any and all liability (including any Consequential Liability) which the Customer may sustain or incur where Festo fails or is unable to supply or deliver Goods or Services in accordance with any Agreement as a result of any matter that is beyond the control of Festo (including, but not limited to as a consequence of fire, embargo, strike, inability to secure materials or labour, flood, act of government, riot, epidemic, or pandemic). 10.4. To the maximum extent permitted by law, the Customer releases Festo from liability for any and all loss, damage, injury, cost, expense, or liability suffered by the Custo...

Liability of Supplier. Except as provided in Sections 2.5 and 8.2, Supplier shall not be liable to the ISO for actions or omissions by Supplier in performing its obligations under this Agreement, provided that Supplier has not willfully breached this Agreement or engaged in willful misconduct.

Liability of Supplier. (1) The limitations or exculpations of liability set forth in Section 23.01 and Section 23.02 shall not apply, in the case of liability of Supplier Party, to: (a) any damages suffered by Customer resulting from Supplier's misappropriation of Customer Confidential Information; (b) the indemnification obligations of Supplier pursuant to Section 22.02 (except as limited below); and (c) the failure of Supplier to issue credits (including Performance Credits) or otherwise make payments due under this Agreement. (2) The limitations or exculpations of liability set forth in Section 23.01 shall not apply, in the case of liability of Supplier Party, to: (a) breach by Supplier of its confidentiality and data security obligations under this Agreement that result in a third party's misappropriation of Customer Confidential Information; provided, however, that:

Liability of Supplier. 17.1 Notwithstanding anything contained herein to the contrary, Supplier agrees to indemnify and hold harmless ISR and its directors, officers, and employees from and against all taxes, losses, damages (including direct, indirect or consequential damages) or loss to property of either ISR or third parties, or injuries to or death of persons, including employees of ISR and third parties, of whatever kind caused by, arising out of, incidental to, or connected with the Works, liabilities, costs and expenses, including attorney's fees and other legal expenses, arising directly or indirectly from (i) any negligent, reckless or intentionally wrongful act of Supplier or Supplier's assistants, employees or agents, (ii) a determination by a court that the Supplier is not an independent contractor, or (iii) any breach by the Supplier or Supplier's assistants, employees or agents of any of the covenants contained in this Agreement. Such responsibility shall include court costs and attorneys’ fees, if any, in proportion to the Supplier’s share of the liability. 17.2 In the event that a competent court has determined that the Supplier is not an independent Contractor as aforesaid in Section 17.1, the Supplier agrees and acknowledges that were the Supplier to have been engaged as an employee of the ISR, the monthly salary that would have been payable to the Supplier would have been based on only forty percent (40%) of the daily fee (excluding VAT) multiplied by the number of hours worked per month and this salary would have been the basis for calculating any statutory social benefits due to the employee. 17.3 Should ISR be charged by a court of law to pay any amount to a third party for damages or loss for which the Supplier is responsible, as stated herein, the Supplier shall either reimburse ISR or fully compensate the third party directly, at ISR's option, for any amount which ISR or the Supplier shall be obliged to pay by a court of law as aforesaid, including all the loss and expenses incurred by ISR in that respect. The amount of any such reimbursement shall be regarded as a debt due from the Supplier to ISR under this Agreement. In the event of such a claim being lodged against ISR as aforesaid, ISR shall inform the Supplier about it in writing within a reasonable time thereafter. 17.4 ISR does not assume any liability to third persons, nor will ISR reimburse the Supplier for its liability to third persons (including but not limited to the Supplier’s sub-consulta...

Liability of Supplier. Supplier's maximum liability and Customer's maximum recovery for any claim arising out of or in connection with the sale of Disposable Baby Diapers shall not in the aggregate exceed the price paid by Customer for such Disposable Baby Diapers hereunder.

Liability of Supplier. The Parties acknowledge that the Services are required by Supplier so that fractionation of Plasma may continue pursuant to the Fractionation Services Agreement. Therefore Supplier shall be liable for any failure in the performance of the Services. The provisions of Section 6.12 of the Fractionation Services Agreement shall govern Supplier obligations in the event Plasma is rendered unusable due to Supplier’s failure in the performance of the Services. In such an event, CBS’ sole legal recourse (in law and equity) and Supplier’s sole liability shall be limited to Supplier’s replacement of such Fractionation Products that are not permitted to be released. For each unit of Plasma shipped to Supplier, CBS will provide a Sample of processed whole blood in a PPT Vacutainer Tube. Supplier shall provide parvovirus B19 testing services for all Plasma shipped for fractionation. Testing will be done according to Supplier’s approved SOPs designed to remove high titre units to provide a Plasma pool that does not exceed [***] B19 units per mL. Interdiction of high titred plasma units will be based on the correlation of individual Sample disposition to plasma unit identifiers. No direct testing of individual plasma units shall occur.

Liability of Supplier. (1) The limitations or exculpations of liability set forth in Section 23.01 and Section 23.02 shall not apply, in the case of liability of Supplier Party, to: (a) any damages suffered by Customer resulting from Supplier’s misappropriation of Customer Confidential Information; (b) the indemnification obligations of Supplier pursuant to Section 22.02 (except as limited below); (c) the failure of Supplier to issue credits (including Performance Credits) or otherwise make payments due under this Agreement; and (2) The limitations or exculpations of liability set forth in Section 23.01 shall not apply, in the case of liability of Supplier Party, to: (a) breach by Supplier of its confidentiality and data security obligations under this Agreement that result in a third party’s misappropriation of Customer Confidential Information; provided, however, that: (i) with respect to such Confidential Information which is Personal Data and is encrypted at the time of misappropriation, or which was not encrypted but Supplier had an obligation to encrypt hereunder, Supplier’s liability, including Supplier’s obligations to indemnify Customer hereunder with respect to loss of Personal Data, shall be limited in the aggregate to [****] (A) [****] and (B) the Fees paid or payable under this Agreement during the [****] prior to the date of the occurrence of the applicable event, act or omission giving rise to such liability (or if less than [****] have elapsed since the Effective Date, [****] the [****] Fees paid or payable, on average, since the Effective Date), and shall include (a) the damages set forth in Section 23.01(2) and (b) [****]; and (ii) with respect to (A) Personal Data which is not encrypted at the time of misappropriation and for which Supplier is not in breach of an obligation to encrypt hereunder, and (B) Confidential Information other than Personal Data, Supplier’s liability shall be limited in the aggregate to [****], and shall include, with respect to each of the preceding clauses (A) and (B), as applicable: (I) direct damages, including the damages set forth in Section 23.01(2); and (II) [****]; and (III) [****].

Liability of Supplier. Except as provided in Sections 2.5 and 8.2, Supplier shall not be liable to the ISO for actions or omissions by Supplier in performing its obligations under this Agreement, provided that Supplier has not willfully breached this Agreement or engaged in willful misconduct. To the extend the ISO has claims against Supplier, the ISO may only look to the assets of Supplier for the enforcement of such claims and may not seek to enforce any claims against the directors, members, officers, or employees of Supplier who, the ISO acknowledges and agrees, have no personal liability for obligations of Supplier by reason of their status as directors, members, officers, or employees of Supplier.

Liability of Supplier. (a) If the Competition and Consumer ▇▇▇ ▇▇▇▇ (Cth), the Corporations ▇▇▇ ▇▇▇▇ or any other legislative provision prohibits or otherwise precludes the restriction, modification or exclusion of any statutory condition, warranty, guarantee, right, remedy or other benefit, then this Clause 12.1 does not restrict, modify or exclude it. (i) The Customer agrees that for all loss or damage sustained by the Customer in relation to this Agreement (including interest and costs), the Supplier is only liable to the extent of the Licence Fee. (ii) This limitation • applies to all liability - whether (without limitation) for negligence or for breach of section 18 of the Australian Consumer Law being Schedule 2 of the Competition and Consumer ▇▇▇ ▇▇▇▇ (Cth) or under the Corporations ▇▇▇ ▇▇▇▇; and • is modified, or expanded in 12.1(c) and 12.1(d) below. (c) The Customer agrees that the Supplier may, in its absolute discretion, choose either to re-supply the Services, or to pay the Customer the cost of having the Services re-supplied if it is fair and reasonable for the Supplier to make that choice. (d) The Supplier is not liable: • to the extent that the Customer is responsible for an act or omission that contributed to the Customer’s loss; • for any processing deficiency (in any system) that is caused (in whole or in part) by input data that contains any date that is ambiguous as to the year, or is otherwise inaccurate; • for any defect or deficiency in any system or service that is not developed or provided by the Supplier under this Agreement. That includes (without limitation) the Customer’s production and legacy systems and systems that receive data from systems produced by the Supplier; • for any losses caused to the Customer as a result of the Licensed Software being unavailable; • for any indirect or consequential loss, damage or costs or loss of profits. (a) Further to Clause 12.1, the Licensed Software is supplied for the sole use of the Authorised Users. The Supplier will not be liable for any direct, indirect or consequential loss, damage or costs arising out of or in connection with the contents or operation of the Licensed Software to persons not being the Customer. (b) The Customer agrees to indemnify the Supplier against all liabilities, claims, costs and expenses incurred by the Supplier in respect of any claim by a third party which is related to, arises out of, or is in any way associated with this Agreement. 12.3 Further to Clause 12.1, the Customer ack...