Common use of Acknowledged Direct Damages Clause in Contracts

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 that they are indirect, incidental, collateral, consequential or special damages or lost profits to the extent they result directly from either Party’s 's failure to perform in accordance with this Agreement:: Final Confidential and Proprietary Information of IBM and Xxxxxxxx (i) Costs and expenses of restoring recreating or reloading any lost, stolen or damaged ABM Xxxxxxxx Data, subject to Xxxxxxxx providing available sources as necessary for the re-creation of such Xxxxxxxx Data using generally accepted data restoration techniques;if Provider has no other means to re-create such data. (ii) Costs and expenses of implementing a work-around in respect of a failure by Supplier to 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 Cover damages, including the costs and expenses incurred to obtain or procure the Services or corrected Services from an alternate sourcesource or to provide the Services or corrected Services using a Party's own internal resources, to the extent in excess of Supplier’s Provider'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 Provider to provide all or a portion of the Services incurred in connection with clauses (i) through (iv) and only to the extent they would not have been incurred by ABM above or an Eligible Recipient had it not been for such failure;otherwise perform in accordance with this Agreement. (vi) Damages of an ABM a Xxxxxxxx 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 Xxxxxxxx (including being so considered under this Section 18.3(kSECTION 18.3(f)); and. (vii) Costs Fines, penalties, interest or other monetary remedies imposed by a governmental body or regulatory agency for failure to comply with requirements or deadlines which are a Party's obligation to pay under SECTION 17.1(f) or SECTION 17.2(j). (viii) Liquidated damages assessed under SECTION 4.2(e) and expenses incurred 4.4(d). (ix) Service Level Credits assessed against Provider pursuant to bring the Services in-house or to contract to obtain the Services from an alternate source, including the costs SCHEDULE G. Final Confidential and expenses associated with the retention Proprietary Information of external consultants IBM and legal counsel to assist with any re-sourcing of the Services.Xxxxxxxx

Acknowledged Direct Damages. The following shall following, without limitation, will be considered direct damages and neither Party shall will 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 Agreementthe Agreement and are subject to the claiming Party’s duty to mitigate its damages: (iA) Costs Overtime, straight time and direct expenses (including travel, lodging, and subsistence) incurred by Customer Personnel to remediate Provider’s failure to provide the Services in accordance with the requirements of restoring any lost, stolen or damaged ABM Data using generally accepted data restoration techniquesthe applicable SOW); (iiB) Costs Cover damages, including the costs and expenses of implementing a work-around in respect of a failure by Supplier provide incurred to procure the Services, Deliverables, or corrected Services or any part thereof Deliverables from an alternate source on substantially similar terms and conditions, to the extent such costs are in accordance with this Agreementexcess of the applicable Fees; (iiiC) Costs and expenses of replacing lost, stolen or damaged Equipment, Software, equipment with equipment of comparable condition and Materialsfunctionality; (ivD) 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))replacing commercially available software; and (viiE) Costs Overtime, straight time and direct expenses incurred by Customer to bring reload lost or corrupted data onto Customer Systems from available backup and archival media. The absence of a Loss listed in this Section 22.4 (Acknowledged Direct Damages) will not be construed or interpreted as an agreement to exclude it as a direct damage under the Services inAgreement. For purposes of this Article 22 (Damages), the Parties agree that for purposes of determining liability “Party” includes such Party’s Affiliates, and its and their officers, directors, employees, agents, contractors, and Authorized Representatives. Juniper – IBM, MSA, dated 12-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 re31-sourcing of the Services.2018 MA-IB-00136-2018

Acknowledged Direct Damages. The Without limiting the generality of the provisions of this Article XVII, the following shall be considered a non-exclusive list of direct damages and neither Party shall assert that they are constitute 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 breach of its obligations under the Agreement: (i) Costs costs and expenses of restoring incurred for reconstructing or reloading any lost, stolen or damaged ABM Data using generally accepted data restoration techniquesIdearc Data; (ii) Costs costs and expenses of incurred for implementing and performing a work-around in respect of a failure by Supplier to provide the Services or any part thereof in accordance with this the Agreement; (iii) Costs costs and expenses of incurred for replacing lost, stolen or damaged Equipment, Software, and Software or Materials; (iv) Costs cover damages, including the costs and expenses incurred to procure replacement or corrected services from an alternate source to provide the Services or corrected Services from an alternate sourceservices using a Party’s own internal resources, to the extent in excess of SupplierProvider’s applicable Charges under this the Agreement; (v) Straight timeovertime, overtime or straight time and related expenses incurred by either PartyIdearc, including overhead allocations for employees, wages and salaries of additional employees, travel expenses, overtime expenses, telecommunication charges and similar charges, due to Provider’s failure of Supplier to provide all or a portion of the Services Services, incurred in connection with paragraphs (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 failureabove; (vi) Damages losses of an ABM Affiliate or (subject to Section 18.3(f)) an Eligible Recipient which that would be direct damages under this Agreement if they had instead been suffered by ABM Idearc or Provider; (vii) fines, penalties, interest or other monetary remedies imposed by a governmental or regulatory body (including being so considered self-regulatory body) as a result of a failure by a Party to comply with requirements that are such Party’s obligation to pay under this Section 18.3(k)Sections 16.1(g) or 16.2(f); and (viiviii) Costs and expenses incurred Performance Credits or Milestone Credits assessed against Provider under the Agreement; and (ix) Subject to bring the Services inlimitations set forth in Article IV of Schedule 5.1, the Independent Damages from Provider-house Caused Publishing Errors 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 ServicesPrint Anomalies (as defined in Schedule 5.1).