Limitation of Vendor’s Liability Clause Samples

Limitation of Vendor’s Liability. The following paragraphs of this Schedule shall operate to limit the liability of the Vendors under or in connection with Claims and to afford certain protection to the Vendors.

Limitation of Vendor’s Liability. 7.1 No liability shall accrue hereunder under the Warranties in relation to matters Disclosed. 7.2 The liability of the Vendor hereunder shall be limited as provided in Schedule 7:

Limitation of Vendor’s Liability a) Where Deliverables are under the State’s exclusive management and control, the Vendor shall not be liable for direct damages caused by the State’s failure to fulfill any State responsibilities of assuring the proper use, management and supervision of the Deliverables and programs, audit controls, operating methods, office procedures, or for establishing all proper checkpoints necessary for the State’s intended use of the Deliverables. b) The Vendor’s liability for damages to the State for any cause whatsoever, and regardless of the form of action, whether in contract or in tort, shall be limited to two times the value of the Contract. c) The foregoing limitation of liability shall not apply to the payment of costs and damage awards referred to in the Paragraph entitled "Patent, Copyright, and Trade Secret Protection", to claims covered by other specific provisions calling for liquidated damages or specifying a different limit of liability, or to claims for injury to persons or damage to property caused by Vendor’s negligence or willful or wanton conduct. This limitation of liability does not apply to the receipt of court costs or attorney’s fees that might be awarded by a court in addition to damages after litigation based on this Contract.

Limitation of Vendor’s Liability. 10.1 The maximum total liability of the Vendor for all claims of the Purchaser under this Agreement shall not exceed the amount of the Consideration. 10.2 If the amount of any single claim by the Purchaser is less than one per cent (1%) of the Consideration, the Vendor shall not be liable for such claim. 10.3 If the total amount of all claims by the Purchaser is less than two per cent (2%) of the Consideration, the Vendor shall not be liable. If the total amount of all claims by the Purchaser exceeds two per cent (2%) of the Consideration, the Vendor shall only be liable for the portion exceeding such amount, and not the total claim amount. 10.4 The Purchaser may not make any claim against the Vendor unless: 10.4.1 the Purchaser notifies the Vendor in writing of the claim and its details within two (2) years from the Completion Date; and 10.4.2 the Purchaser initiates and serves on the Vendor the legal proceedings regarding the claim within six (6) months after giving the written notice under Clause 10.4.1. 10.5 The Purchaser shall (and shall procure that any of its successors in title to): 10.5.1 immediately notify the Vendor in writing upon becoming aware of any claim or any matter that may give rise to or result in a claim, and disclose to the Vendor all information and documents relating to such matter; 10.5.2 take such action as the Vendor may reasonably require to avoid, control, mitigate or resist any claim or any matter that may give rise to or result in a claim; and 10.5.3 not settle or compromise any claim or any matter that may give rise to or result in a claim without the Vendor’s prior written consent. 10.6 Nothing in this Clause 10 shall limit or restrict the Purchaser’s general legal obligation to mitigate any loss or damage that may be suffered as a result of any matter giving rise to a potential claim of the Purchaser under this Agreement.

Limitation of Vendor’s Liability. Notwithstanding the provisions of Clause 9, the Vendors shall not be liable in respect of a breach of any of the Warranties if and to the extent that the loss occasioned thereby has been recovered under the Indemnities or the Tax Deed.

Limitation of Vendor’s Liability. The provisions of Schedule 6 shall operate to limit the liability of the Vendor in respect of Relevant Claims (save those Warranties set out in paragraph 2.1 of Schedule 5) and any claims made by any assignee of the Purchaser. Paragraph 2 of Schedule 6 shall operate to limit the liability of the Vendor in respect of any claim under the Tax Covenant.

Limitation of Vendor’s Liability. (i) That FIU performs reporting and/or reporting functions or maintains certain types of operations; (j) Granting Vendor any right to audit FIU; (k) Attorney's or collections fees provisions; ( l) Arbitration and mediation clauses; and (m) indemnification of the Vendor by FIU.

Limitation of Vendor’s Liability. 6.1 No liability shall accrue hereunder under the Warranties in relation to matters Disclosed. 6.2 The liability of the Vendors hereunder shall be limited to direct damages and as further provided in Schedule 6.

Limitation of Vendor’s Liability. TIME LIMITATIONS 6.1 The Vendor shall have no liability in respect of any claim under the Warranties unless:- (a) the Purchaser shall have served on the Vendor a written notice of such claim on or before:- (i) the expiry of the 18 month period from the date of Completion of this Agreement; or (ii) in the case only of any claim under the Tax Warranties, the seventh anniversary of the date of Completion of this Agreement, which notice gives all material details of such claim as are then known to the Purchaser together with the Purchaser's bona fide estimate of the amount of such claim; and (b) legal proceedings in respect of such claim shall have been commenced against the Vendor within six months of the expiry of the relevant period referred to in clause 6.1(a), or such claim shall have been satisfied, settled or withdrawn prior to the expiry of such six month period (and, for the purposes of this paragraph (b), legal proceedings shall be deemed not to have commenced unless they shall have been properly issued and validly served on the Vendor).