Limitation of Liability For Consequential Damages Sample Clauses
A Limitation of Liability for Consequential Damages clause restricts a party’s responsibility for indirect or secondary losses that may arise from a contract breach, such as lost profits or business interruption. In practice, this clause typically states that neither party will be liable for damages that are not a direct result of their actions, even if such damages were foreseeable. Its core function is to allocate and limit risk exposure, ensuring that parties are not held financially responsible for unpredictable or disproportionate losses beyond their direct control.
Limitation of Liability For Consequential Damages. 12.6.1 Except as otherwise specified in the Contract Documents, including this Section 12.6, to the extent permitted by applicable Law, neither party shall be liable to the other for punitive damages or indirect, incidental or consequential damages, whether arising out of breach of this Capital Maintenance Agreement, in tort (including negligence) or any other theory of liability, and each party hereby releases the other party from any such liability.
12.6.2 The foregoing limitation on Maintenance Contractor’s liability for punitive, indirect, incidental or consequential damages shall not apply to or limit any right of recovery TxDOT may have respecting the following:
(a) Losses (including defense costs) to the extent (i) covered by the proceeds of insurance required to be carried pursuant to Section 7, and (ii) covered by the proceeds of insurance actually carried by or insuring any Maintenance Contractor-Related Entity under policies solely with respect to the Project and the Maintenance Services, regardless of whether required to be carried pursuant to Section 7, or (iii) Maintenance Contractor is deemed to have self-insured the Loss pursuant to Section 7.4.3;
(b) Losses arising out of fraud, criminal conduct, intentional misconduct (which does not include any intentional Event of Default), recklessness, bad faith or gross negligence on the part of any Maintenance Contractor- Related Entity;
(c) Maintenance Contractor’s indemnities set forth in Section 15.1 or elsewhere in the CMA Documents;
(d) Maintenance Contractor’s obligation to pay liquidated damages in accordance with Section 12.4 or any other provision of the CMA Documents; and
(e) Losses arising out of Maintenance Contractor Releases of Hazardous Materials.
(f) Any other consequential damages arising from a breach of this Capital Maintenance Agreement by Maintenance Contractor that occurs prior to the end of the term of the Capital Maintenance Agreement, subject to a cap in the amount of $1,000,000.
Limitation of Liability For Consequential Damages. 9.1 EXCEPT WITH RESPECT TO CLAIMS OR CAUSES OF ACTION FOR BREACH OF THE EXCLUSIVITY OBLIGATIONS UNDER THIS ALLIANCE AGREEMENT, IN NO EVENT SHALL KPMG OR CISCO BE LIABLE TO THE OTHER FOR ANY INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA, OR ANY OTHER INDIRECT DAMAGES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF THE PARTIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 NOTWITHSTANDING ANY PROVISION IN SECTION 9.1 TO THE CONTRARY, NO PARTY SHALL BE REQUIRED TO PAY INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA OR ANY OTHER INDIRECT DAMAGES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF THE PARTIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, IN AN AMOUNT IN EXCESS OF ONE BILLION ($1,000,000,000) DOLLARS.
Limitation of Liability For Consequential Damages. Except as may arise pursuant to the indemnification provided by Section 20 of this Agreement, neither party shall be liable for consequential damages (including lost profits or lost revenues) of any kind resulting from a breach of this Agreement by a party.
Limitation of Liability For Consequential Damages. Notwithstanding any provision of this Agreement, neither Party shall in any circumstances whatsoever be liable hereunder to the other Party for indirect, exemplary, special, incidental or consequential or punitive damages including, without limitation, any such damages for loss of profits sustained or claimed by the other Party in connection with or arising out of this Agreement; provided however that nothing herein shall in any way limit the right of a Party to be indemnified by the other Party pursuant to Section 15 for a claim to the extent that such Party is seeking indemnity for a third party Claim for incidental or consequential or punitive damages including, without limitation, loss of profits.
Limitation of Liability For Consequential Damages. Except as expressly provided in this Section 9.05, neither Party (including their Subsidiaries, Affiliates, shareholders, officers, contractors, directors, employees and agents) shall be liable for any special, indirect, incidental or consequential damages of any kind, including without limitation, damages arising from lost business, lost savings, lost data or lost profits, regardless of the cause and whether arising in contract (including fundamental breach), tort (including negligence), or otherwise, even if such party has been advised of the possibility of such damages. The foregoing exclusion of liability shall not apply where such damages arise out of or in connection with (i) an allegation that any NETGEAR Product or Improvement thereto infringes or violates any Intellectual Property Right of a third party, to the extent that such damages are payable to a third party, or (ii) disclosure of any Confidential Information, provided that:
(a) the Indemnitee permits the Indemnitor to have complete carriage and control of the defense of the claim;
(b) the Indemnitee cooperates fully with the Indemnitor in all aspects of the defense against the claim;
(c) such damages are either actual damages finally awarded by a court of competent jurisdiction, or constitute a settlement approved in writing by the Indemnitor;
(d) the Indemnitor shall not be liable for any portion of such damages arising from willful infringement by any party or constituting treble damages (except that an Indemnitor shall be liable for damages resulting from its own willful infringement);
(e) the Indemnitee promptly pays all damages other than those for which the Indemnitor is responsible in accordance with the provisions of this Article IX; and
(f) where the claim relates to a NETGEAR Product or Improvement as described at (i) above, provided additionally that:
14 15 (1) the Indemnitee modifies the NETGEAR Product or Improvement thereto within a reasonable time so as to avoid the allegation of infringement or violation of Intellectual Property Rights, if requested to do so by the Indemnitor; and
Limitation of Liability For Consequential Damages. In no event shall either party’s liability to the other of any kind include any special, indirect, incidental, or consequential losses or damages, even if the breaching party is advised of the possibility of such potential loss or damage.
Limitation of Liability For Consequential Damages. The parties expressly agree that Exceed shall not be liable for consequential damages, including but not limited to acts of third parties, whether authorized or unauthorized, that cause any type of loss, loss of data for any reason, damage to equipment caused by electrical surges, static charges, or other related causes, or loss of business opportunities or actual losses related to equipment or service failure.
Limitation of Liability For Consequential Damages. 12.6.1 Notwithstanding any other provision of the Contract Documents, and except as set forth in this Section 12.6.1 and in Section 12.6.2, to the extent permitted by applicable Law, neither party shall be liable to the other for punitive damages or indirect, incidental or consequential damages, whether arising out of breach of this Capital Maintenance Agreement, in tort (including negligence) or any other theory of liability, and each party hereby releases the other party from any such liability.
12.6.2 The foregoing limitation on Maintenance Contractor’s liability for punitive, indirect, incidental or consequential damages shall not apply to or limit any right of recovery TxDOT may have respecting the following:
(a) Losses (including defense costs) to the extent (i) covered by the proceeds of insurance required to be carried pursuant to Section 7, and
Limitation of Liability For Consequential Damages. Notwithstanding anything to the contrary contained in this Agreement, neither party will be liable to the other party for any damage, cost, expense, injury loss or other liability of an indirect, special or consequential nature suffered by the other party or claimed by any third party against the other party which arises due to such party 's failure to perform its obligations under this Agreement or for any other reason (including negligence on its part or on the part of any person for whose acts it is responsible), howsoever and whensoever caused, and whether arising in contract, negligence or other tort liability, strict liability or otherwise; and without limiting the generality of the foregoing, damage, injury or loss of an indirect or consequential nature shall include loss of revenue, loss of profits, loss of production, loss of earnings, loss of contract, cost of purchased or replacement capacity and energy, cost of capital and loss of the use of any facilities or property owned, operated, leased or used by the other party.
Limitation of Liability For Consequential Damages. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, IN NO EVENT WILL ANY PARTY OR ANY OF ITS RESPECTIVE AFFILIATES BE LIABLE TO THE OTHER PARTY OR ANY OF ITS AFFILIATES [***] FOR PURPOSES OF THIS SECTION 13.6.