Acknowledged Direct Damages. For the avoidance of doubt, the following shall be considered direct damages and neither Party shall assert that the following are indirect, incidental, collateral, consequential or special damages or lost profits to the extent they result directly from the breaching Party’s failure to perform in accordance with this Agreement:
(i) Costs and expenses of restoring, reloading, or notifying of any lost, stolen or damaged Customer Data.
(ii) Costs and expenses of implementing a work around in respect of a failure to provide the Services or any part thereof.
(iii) Cover damages, including the costs and expenses incurred to procure the Services or corrected Services from an alternate source in excess of the Charges that would have been paid Contractor for such Services.
(iv) Fines, penalties, sanctions, interest or other monetary remedies incurred as a result of a failure to comply with applicable Laws.
(v) Service Level Reimbursements assessed against Contractor.
(vi) Lost discounts, late fees and/or interest charges incurred by AOC resulting from Contractor’s breach of its obligations. The absence of direct damages listed in this Section 16.3(c) shall not be construed or interpreted as an agreement to exclude it as a direct damage under this Agreement.
Acknowledged Direct Damages. (a) For the avoidance of doubt, the following shall be considered direct damages and neither Party shall assert that they are indirect, incidental, collateral, consequential or special damages, or lost profits to the extent they result directly from the breaching Party's failure to perform in accordance with this Agreement:
(i) Costs and expenses of restoring or reloading any lost, stolen, or damaged DIR Data.
(ii) Costs and expenses of implementing a work-around in respect of a failure to provide the Services or any part thereof.
(iii) Costs and expenses of replacing lost, stolen, or damaged Equipment and Materials.
(iv) Cover damages, including the costs and expenses incurred to procure the Services or corrected Services from an alternate source.
(v) Costs and expenses incurred to bring the Services in-house or to contract to obtain the Services from an alternate source.
(vi) Straight time, overtime or related expenses incurred by either Party in performing (1) through (5) above, including overhead allocations for employees, wages, and salaries of additional employees, travel expenses, overtime expenses, telecommunication charges, and similar charges.
(vii) Subject to Section 8.11 Compliance with Laws, fines, penalties, sanctions, interest or other monetary remedies incurred as a result of a failure to comply with applicable Laws.
(viii) Service Level Credits or Deliverable Credits assessed against Successful Respondent.
(ix) `Costs and expenses of protecting and compensating the State and its constituents after a Security Incident, including but not limited to notifications, fines and penalties, establishing a call center, and thirty-six (36) months of credit monitoring for effected individuals.
(b) The absence of direct damages listed in this Section shall not be construed or interpreted as an agreement to exclude it as a direct damage under this Agreement.
Acknowledged Direct Damages. For the avoidance of doubt, the following shall be considered direct damages and neither Party shall assert that they are indirect, incidental, collateral, consequential or special damages or lost profits to the extent they result directly from the breaching Party's failure to perform in accordance with this Agreement:
(i) Costs and expenses of restoring or reloading any lost, stolen or damaged DIR Data.
(ii) Costs and expenses of implementing a work-around in respect of a failure to provide the Services or any part thereof.
(iii) Costs and expenses of replacing lost, stolen or damaged Equipment and Materials.
(iv) Cover damages, including the costs and expenses incurred to procure the Services or corrected Services from an alternate source.
(v) Costs and expenses incurred to bring the Services in-house or to contract to obtain the Services from an alternate source, including the costs and expenses associated with the retention of external consultants and legal counsel to assist with any re-sourcing.
(vi) Straight time, overtime or related expenses incurred by either Party in performing (i) through (v) above, including overhead allocations for employees, wages and salaries of additional employees, travel expenses, overtime expenses, telecommunication charges and similar charges.
(vii) Subject to Section 15.11, fines, penalties, sanctions, interest or other monetary remedies incurred as a result of a failure to comply with applicable Laws.
(viii) Service Level Credits or Deliverable Credits assessed against Service Provider.
(ix) Lost discounts, late fees and/or interest charges incurred by DIR and the DIR Customers resulting from Service Provider's breach of its obligations under Section 11.2. The absence of direct damages listed in this Section 18.3(f) shall not be construed or interpreted as an agreement to exclude it as a direct damage under this Agreement.
Acknowledged Direct Damages. The following shall be considered direct damages and neither Party shall assert that they are indirect, incidental, collateral, consequential or special damages or lost profits to the extent they result directly from either Party’s failure to perform in accordance with this Agreement:
(i) Costs and expenses of restoring any lost, stolen or damaged ABM Data using generally accepted data restoration techniques;
(ii) Costs and expenses of implementing a work-around in respect of a failure by Supplier provide the Services or any part thereof in accordance with this Agreement;
(iii) Costs and expenses of replacing lost, stolen or damaged Equipment, Software, and Materials;
(iv) Costs and expenses incurred to procure the Services or corrected Services from an alternate source, to the extent in excess of Supplier’s Charges under this Agreement;
(v) Straight time, overtime or related expenses incurred by either Party, including overhead allocations for employees, wages and salaries of additional employees, travel expenses, overtime expenses, telecommunication charges and similar charges, due to failure of Supplier to provide all or a portion of the Services incurred in connection with (i) through (iv) and only to the extent they would not have been incurred by ABM or an Eligible Recipient had it not been for such failure;
(vi) Damages of an ABM Affiliate or (subject to Section 18.3(f)) an Eligible Recipient which would be direct damages under this Agreement if they had instead been suffered by ABM (including being so considered under this Section 18.3(k)); and
(vii) Costs and expenses incurred to bring the Services in-house or to contract to obtain the Services from an alternate source, including the costs and expenses associated with the retention of external consultants and legal counsel to assist with any re-sourcing of the Services.
Acknowledged Direct Damages. The following shall be considered direct damages and neither Party shall assert otherwise to the extent they result directly from either Party’s failure to perform in accordance with this Agreement:
20.5.1. Costs and expenses of recreating or reloading any lost, stolen or damaged [**] Data;
20.5.2. Costs and expenses of implementing a work-around in respect of a failure to provide the Services or any part thereof;
20.5.3. Costs and expenses of replacing lost, stolen or damaged Equipment, Software and Materials;
20.5.4. Cover damages, including the costs and expenses incurred to procure the Services or corrected Services from an alternate source, to the extent in excess of Subcontractor’s fees under this Agreement;
20.5.5. Straight time, overtime or related expenses incurred by [**] or Amdocs, including overhead allocations for employees, wages and salaries of additional employees, travel expenses, overtime expenses, telecommunication charges and similar charges for cover, due to failure of Subcontractor to provide all or a portion of the Services incurred in connection with clauses (i) through (iv) above or otherwise perform in accordance with this Agreement;
20.5.6. Straight time, overtime or related expenses incurred by Subcontractor in accordance with this Agreement, including overhead allocations for employees, wages and salaries of additional employees, travel expenses, overtime expenses, telecommunication charges and similar charges for cover, due to Amdocs’s failure to perform an obligation under this Agreement;
20.5.7. Costs and expenses incurred to bring the Services in-house or to contract to obtain the Services from an alternate source, including the costs and expenses associated with the retention of external consultants and legal counsel to assist with any re-sourcing;
20.5.8. Payments, fines, penalties, sanctions, or interest imposed by a governmental body or regulatory agency for failure to comply with requirements or deadlines; and
20.5.9. Service level credits or other credits or liquidated damages assessed against Subcontractor.
Acknowledged Direct Damages. The Parties acknowledge that amounts paid by a Party to a third party that are the subject of indemnification under this Agreement shall be considered direct damages under this Agreement.
Acknowledged Direct Damages. The following shall be considered direct damages and neither Party shall assert that they are indirect, incidental, collateral, consequential or special damages or lost profits to the extent they result directly from the breaching Party’s failure to perform in accordance with this Agreement:
18.3.6.1 Costs and expenses of [ * * * ] any lost, stolen or damaged [ * * * ].
18.3.6.2 Costs and expenses of [ * * * ] in respect of a failure to provide the [ * * * ].
18.3.6.3 Costs and expenses of replacing lost, stolen or damaged [ * * * ].
18.3.6.4 Cover damages, including the costs and expenses incurred to procure the [ * * * ] or corrected [ * * * ] from an alternate source, to the extent in excess of [ * * * ] under this Agreement.
18.3.6.5 [ * * * ] or [ * * * ] incurred by either Party, including [ * * * ] of additional [ * * * ] and [ * * * ] charges.
18.3.6.6 Costs and expenses incurred to bring [ * * * ] or to contract to obtain [ * * * ], including the costs and expenses associated with the retention of [ * * * ] and [ * * * ] to assist with any [ * * * ] resulting from a [ * * * ] to [ * * * ].
18.3.6.7 Damages of [ * * * ] which are direct damages of such [ * * * ] and which would be direct damages of [ * * * ] if they had instead been suffered by [ * * * ] (including being so considered under this Section 18.37).
18.3.6.8 [ * * * ] remedies imposed by a [ * * * ] or [ * * * ] or [ * * * ] for failure to comply with requirements or deadlines in violation of [ * * * ].
18.3.6.9 Lost [ * * * ] incurred by [ * * * ] and the [ * * * ] to the extent arising as the result of [ * * * ] failure to properly review and [ * * * ] to [ * * * ] as required by this Agreement.
Acknowledged Direct Damages. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE FOLLOWING TYPES OF DAMAGES SHALL ALL BE CONSTRUED AS DIRECT DAMAGES AND NOT AS INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES: REASONABLE ADDITIONAL COSTS THAT THE CLIENT IS REQUIRED TO EXPEND DURING THE NINETY (90) DAY PERIOD IMMEDIATELY FOLLOWING A MATERIAL DEFAULT TO PROVIDE REASONABLY COMPARABLE SERVICES ITSELF OR PROCURE REASONABLY COMPARABLE SERVICES FROM AN ALTERNATIVE SOURCE AS A RESULT OF SUCH DEFAULT BY VENDOR HEREUNDER (TO THE EXTENT IN EXCESS OF THE FEES THAT CLIENT WOULD HAVE PAID TO VENDOR PURSUANT TO THIS AGREEMENT).
Acknowledged Direct Damages. The following categories of expense shall be considered direct damages and neither Party shall assert that they are indirect, incidental, collateral, consequential or special damages or lost profits to the extent they result from either Party’s failure to perform in accordance with this Agreement: (i) Costs and expenses of recreating or reloading a Party’s information which is lost, stolen or damaged as a result of a Party’s breach of its obligations under this Agreement.
Acknowledged Direct Damages. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE FOLLOWING TYPES OF DAMAGES SHALL ALL BE CONSTRUED AS DIRECT DAMAGES AND NOT AS INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES:
(a) REASONABLE ADDITIONAL COSTS THAT THE COUNTY IS REQUIRED TO EXPEND DURING THE ONE HUNDRED EIGHTY (180) DAY PERIOD IMMEDIATELY FOLLOWING A MATERIAL DEFAULT TO PROVIDE REASONABLY COMPARABLE SERVICES ITSELF OR PROCURE REASONABLY COMPARABLE SERVICES FROM AN ALTERNATIVE SOURCE AS A RESULT OF SUCH DEFAULT BY VENDOR HEREUNDER (TO THE EXTENT IN EXCESS OF THE FEES THAT COUNTY WOULD HAVE PAID TO VENDOR PURSUANT TO THIS AGREEMENT); (b) COST AND EXPENSES OF RESTORING ANY ALTERED OR LOST DATA OF THE COUNTY TO THE EXTENT THAT SUCH ALTERED OR LOST DATA IS CAUSED BY VENDOR’S MATERIAL DEFAULT OF THIS AGREEMENT.
