LIMITATION OF LIABLITY Clause Samples
A Limitation of Liability clause sets a cap on the amount or types of damages one party can recover from the other in the event of a breach or other legal claim. Typically, this clause restricts liability to a specific dollar amount, excludes certain types of damages like lost profits or indirect losses, or limits liability to the value of the contract. By doing so, it provides predictability and protects parties from potentially devastating financial exposure, ensuring that risk is allocated in a fair and manageable way.
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LIMITATION OF LIABLITY. Unless applicable law requires otherwise, the only remedy that either Party will have for anything related to this Service Agreement is to obtain direct damages from the liable Party up to the amount actually paid by Customer to C Spire Business during the prior one-year period, minus any amounts paid by the liable Party during that same period for any prior liability. Neither Party can recover any other damages from the other, including loss of revenue or indirect, special, incidental, consequential, punitive, or exemplary damages, or damages for lost profits, revenues, business interruption, or loss of business information, even if the Party knew they were possible. The limitations in this Section apply, without limitation, to: (i) anything related to the Software; and (ii) claims for breach of contract, breach of warranty, strict liability, negligence or other tort to the extent permitted by applicable law. It also applies even if Customer is not fully compensated for any losses, or C Spire Business knew or should have known about the possibility of damages. The limitations in this Section do not apply to claims for non-payment of amounts due hereunder. NOTHWITHSTANDING ANYTHING IN THE FOREGOING TO THE CONTRARY, C SPIRE BUSINESS IS NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY RELATED TO THE AVAILABILITY OR PERFORMANCE OF MICROSOFT PRODUCTS OR SERVICES, INCLUDING, BUT NOT LIMITED TO, THE SOFTWARE. C SPIRE BUSINESS IS NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY RELATED TO ANY RESPRESENTATIONS, WARRANTIES, OR SERVICE LEVEL AGREEMENTS SET FORTH IN THE MICROSOFT ▇▇▇▇ OR OTHERWISE MADE BY MICROSOFT WITH RESPECT TO THE SOFTWARE. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, C SPIRE BUSINESS AND C SPIRE BUSINESS’S EMPLOYEES, AGENTS, CONTRACTORS, AND REPRESENTATIVES WILL HAVE NO LIABILITY WHATSOEVER FOR ANY UNAUTHORIZED ACCESS, DAMAGES, OR MODIFICATIONS TO, OR LOSS, CORRUPTION OR DESTRUCTION OF, ANY OF CUSTOMER’S SOFTWARE, FILES, DATA, OR PERIPHERALS, INCLUDING, BUT NOT LIMITED TO, ANY OF THE FOREGIONG OCCURING DURING THE MIGRATION OR STORAGE OF SUCH DATA. CUSTOMER ACKNOWLEDGES AND AGREES THAT THIRD PARTY SERVICE PROVIDERS MAY HAVE ACCESS TO CUSTOMER’S SOFTWARE, FILES, DATA, OR PERIPHERALS DURING THE PROVISION OF SERVICES HEREUNDER AND THAT C SPIRE BUSINESS SHALL HAVE NO RESPONSIBILITY FOR THE ACTS OR OMISSIONS OF SUCH THIRD PARTY SERVICE PROVIDERS.
LIMITATION OF LIABLITY. IN NO EVENT SHALL PROCESSOR OR BANK BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH THIS AGREEMENT AND/OR IT SUBJECT MATTER REGARDLESS OF THE THEORY OF LIABILITY GIVING RISE TO SUCH DAMAGES, WHETHER ARISING IN CONTRACT, TORT OR OTHERWISE, AND REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED OR AWARE OF THE POSWSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL PROCESSOR’S OR BANKS LIABILITY, IN THE AGGREGATE, FOR ANY REASONA IN CONNECTION WITH THE ACCOUNT UPDATER SERVICES EXCEED AN AMOUNT EQUAL TO THE PREVIOUS 4 MONTHS OF FEES PAID BY YOU FOR THE ACCOUNT UPDATER SERVICES.
LIMITATION OF LIABLITY. 10.1 Any liability of Leaseweb under this DPA is limited to the affected Services and to the amount (excluding VAT) invoiced by Leaseweb under the Sales Contract and timely paid by Customer, in the three (3) months prior to the day on which the liability arises, with a maximum of twenty-five thousand euros (EUR 25.000) per damaging event or series of damaging events.
10.2 In no event shall Leaseweb be liable under or in connection with this DPA for any indirect, Data Breach or consequential damages (including but not limited to: lost opportunities, loss of turnover, profits or goodwill, loss, mutilation or destruction of data or data files, and damages for liability towards third parties).
10.3 All of Customer‘s claims on Leaseweb, on whatever grounds, including but not limited to breach of DPA or tort, shall expire and cease to exist after a period of twelve (12) months following the day of the damaging event, if Customer fails to inform Leaseweb of the existence of such claim(s) and has failed to bring the claim(s) before the authorized court within the aforementioned period of twelve (12) months.
LIMITATION OF LIABLITY. 10.1 Any liability of Sub-Processor is limited to the affected Services and to the amount (excluding VAT) invoiced by Sub-Processor under the Agreement and timely paid by Controller, in the three (3) months prior to the day on which the liability arises, with a maximum of twenty- five thousand euros (EUR 25.000,=) per damaging event or series of damaging events.
10.2 In no event shall Sub-Processor be liable under or in connection with DPA for any indirect, Data Breach or consequential damages (including but not limited to: lost opportunities, loss of turnover, profits or goodwill, loss, mutilation or destruction of data or data files, and damages for liability towards third parties).
10.3 All of Controller’s claims on Sub-Processor, on whatever grounds, including but not limited to breach of DPA or tort, shall expire and cease to exist after a period of twelve (12) months following the day of the damaging event, if Controller fails to inform Sub-Processor of the existence of such claim(s) and has failed to bring the claim(s) before the authorized court within the aforementioned period of twelve (12) months.
LIMITATION OF LIABLITY. This Agreement has been executed on behalf of the respective Fund by the undersigned officer of the Fund in his capacity as an officer of the Fund. The obligations of this Agreement shall be binding on the assets and property of the respective Fund, only, and shall not be binding on any Trustee or Director, officer or shareholder of the Fund individually.
LIMITATION OF LIABLITY. Each party of this agreement agrees to hold harmless and indemnify the other, its directors, officers, employees, and agents for any and all damages, claims, judgments, losses, costs, and expenses, including attorney’s fees, which may arise from or relate to this agreement or Your Education Course. Further, each party of this agreement hereby releases, discharges, and exonerates the other from and assumes full responsibility for any and all damages, claims, losses, costs, and expenses which it may incur, arising from or relating to this agreement and/or educational courses offered by You, unless such damage or loss results from the sole negligence, gross negligence, or willful misconduct of the respective party, its directors, officers, employees, or agents.
LIMITATION OF LIABLITY. PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.
LIMITATION OF LIABLITY. THE PARTIES THEREFORE AGREE THAT IN NO EVENT SHALL INNOVYZE BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST REVENUE OR PROFIT, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF INNOVYZE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE.
LIMITATION OF LIABLITY. Liability of either party to the other for any breach of this Grant Agreement shall be limited to the lesser of: (i) actual direct, foreseeable damages resulting from such breach, or (ii) the fair market value of the payments, products, and services provided by one party to the other under this Grant Agreement. EXCLUDING DAMAGES ARISING DUE TO GRANTEE’S BREACH OF ITS OBLIGATIONS UNDER THE CONFIDENTIALITY PROVISIONS OF THIS GRANT AGREEMENT, UNDER NO CIRCUMSTANCES WILL EITHER PARTY TO THIS GRANT AGREEMENT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES INCURRED OR SUFFERED BY THE OTHER PARTY ARISING OUT OF OR IN CONNECTION WITH THIS GRANT AGREEMENT (INCLUDING WITHOUT LIMITATION, LOST REVENUE, LOSS OF INCOME OR LOSS OF BUSINESS ADVANTAGE), EVEN IF SUCH PARTY OR AN AUTHORIZED REPRESENTATIVE OF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL REMAIN IN FULL FORCE AND EFFECT REGARDLESS OF WHETHER EITHER PARTY’S REMEDIES ARE DETERMINED TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.
LIMITATION OF LIABLITY. In no event will C-DAC or SP be liable to the other party for any incidental, consequential, special, and exemplary or direct or indirect damages, or for lost profits, lost revenues, or loss of business arising out of the subject matter of this MOU, regardless of the cause of action, even if the party has been advised of the likelihood of damages.