PROPORTIONATE LIABILITY SCHEME Clause Samples

PROPORTIONATE LIABILITY SCHEME. (a) To the extent permitted by law, it is agreed that: (i) Part 4 of the Civil Liability Act 2002 (NSW) (and any equivalent statutory provision in any other state, territory or the Commonwealth) (Proportionate Liability Legislation) is excluded in relation to all and any rights, obligations and liabilities of either party under the Subcontract whether such rights, obligations or liabilities are sought to be enforced in contract, tort (including negligence) or otherwise (and without limiting this clause 10.3(a)(i), the parties agree that their rights, obligations and liabilities under the Subcontract with respect to proportionate liability are as specified in the Subcontract and not otherwise whether such rights, obligations or liabilities are sought to be enforced by a claim in contract, in tort (including negligence) or otherwise); (ii) the Subcontractor must not seek to apply the provisions of the Proportionate Liability Legislation in relation to any claim by the Contractor against the Subcontractor, whether in contract, tort (including negligence) or otherwise; and (iii) if any of the provisions of the Proportionate Liability Legislation are applied to any claim by the Contractor against the Subcontractor, whether in contract, tort (including negligence) or otherwise, the Subcontractor will indemnify the Contractor against any cost, expense, loss and damages that forms part of a claim by the Contractor against the Subcontractor that the Contractor is not able to recover from the Subcontractor because of the operation of the Proportionate Liability Legislation. (b) The Subcontractor must ensure that all policies of insurance covering third party liability that it is required by the Subcontract to effect or maintain, cover the Subcontractor for potential liability to the Contractor assumed by reason of the exclusion of the Proportionate Liability Legislation. (c) The Subcontractor must: (i) in any contract that it enters into with a Secondary Subcontractor for the carrying out of design activities in connection with the Work under the Subcontract, include a term that (to the extent permitted by Law) excludes the application of Part of the Civil Liability Act 2002 (NSW) in relation to all and any rights, obligations or Liabilities of any party under or in in any way in connection with such contract, whether such rights, obligations or Liabilities are sought to be enforced by a claim in contract, tort or otherwise; and (ii) in any contract with it enters i...
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Related to PROPORTIONATE LIABILITY SCHEME

  • Proportionate Liability To avoid doubt, the parties agree that section 35 of the Civil Liability Act 2002 (NSW) applies to any apportionable claim relating to this agreement.

  • Maximum Liability The provisions of this Loan Guaranty are severable, and in any action or proceeding involving any state corporate law, or any state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Loan Guarantor under this Loan Guaranty would otherwise be held or determined to be avoidable, invalid or unenforceable on account of the amount of such Loan Guarantor’s liability under this Loan Guaranty, then, notwithstanding any other provision of this Loan Guaranty to the contrary, the amount of such liability shall, without any further action by the Loan Guarantors or the Lenders, be automatically limited and reduced to the highest amount that is valid and enforceable as determined in such action or proceeding (such highest amount determined hereunder being the relevant Loan Guarantor’s “Maximum Liability”. This Section with respect to the Maximum Liability of each Loan Guarantor is intended solely to preserve the rights of the Lenders to the maximum extent not subject to avoidance under applicable law, and no Loan Guarantor nor any other person or entity shall have any right or claim under this Section with respect to such Maximum Liability, except to the extent necessary so that the obligations of any Loan Guarantor hereunder shall not be rendered voidable under applicable law. Each Loan Guarantor agrees that the Guaranteed Obligations may at any time and from time to time exceed the Maximum Liability of each Loan Guarantor without impairing this Loan Guaranty or affecting the rights and remedies of the Lenders hereunder, provided that, nothing in this sentence shall be construed to increase any Loan Guarantor’s obligations hereunder beyond its Maximum Liability.

  • Liability Limits Notwithstanding anything to the contrary set forth herein, no Purchaser Indemnified Party shall be indemnified by the Shareholder under this Article X for any Purchaser Losses (i) with respect to any claim unless such claim involves Purchaser Losses in excess of $75,000 (the “Single Claim Amount”) and (ii) unless and until the aggregate amount of such Purchaser Losses exceeds three-fourths of one percent (0.75%) of the Purchase Price (the “Deductible”), but only if such Purchaser Losses also meet the requirements of clause (i) of this Section 10.5(a), after which the Shareholder shall only be obligated for such aggregate Purchaser Losses in excess of the Deductible. (a) The total aggregate amount of the liability of the Shareholder for Purchaser Losses shall be limited to ten percent (10%) of the Purchase Price (the “Cap”). (b) Neither the Single Claim Amount nor the Deductible shall apply to any Purchaser Losses (i) pursuant to Section 10.1(b), Section 10.1(c), Section 10.1(d), Section 10.1(e) or Section 10.1(f), or (ii) in respect of any fraud claim or any claim related to a breach of Section 4.1, Section 4.2, Section 4.3, Section 4.4, Section 4.14 or Section 4.25. The Cap shall not apply to any Purchaser Losses (i) pursuant to Section 10.1(b), Section 10.1(c), or Section 10.1(d) or (ii) in respect of any fraud claim or any claim related to a breach of Section 4.1, Section 4.2, Section 4.3, Section 4.4, Section 4.14 or Section 4.25. (c) Payments by an Indemnifying Party pursuant to Section 10.1 or Section 10.2 in respect of any Purchaser Loss or Shareholder Loss shall be limited to the amount of any liability or damage that remains after deducting therefrom any insurance proceeds and any indemnity, contribution or other similar payment received by the Indemnified Party (or the Company or any of its Subsidiaries) in respect of any such claim. The Indemnified Party shall use its commercially reasonable efforts to recover under insurance policies or indemnity, contribution or other similar agreements for any Losses before seeking indemnification under this Agreement. (d) In no event shall any Indemnifying Party be liable to any Indemnified Party for any punitive, incidental, exemplary, consequential, special or indirect damages, including loss of future revenue or income, loss of business reputation or opportunity relating to the breach or alleged breach of this Agreement, or diminution of value or any damages based on any type of multiple (except to the extent such types of damages constitute losses to a third party as a result of any claim).

  • Proportionate Amounts Each partial assignment shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Agreement with respect to the Loan or the Commitment assigned.

  • Liability Limit THE REMEDY IN ANY CLAIM OR SUIT BY YOU AGAINST US WILL BE LIMITED TO DIRECT, ACTUAL DAMAGES, AND NEITHER NEXTERA ENERGY SERVICES OHIO, LLC NOR ANY OF ITS AFFILIATES WILL BE LIABLE FOR CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT (INCLUDING LOSS OF PROFITS) OR PUNITIVE DAMAGES.