Claims; Limitations. Notice of claims by Lessee for any liability, loss, damage, or expense arising out of this Lease must be made to Lessor in writing within ninety-one (91) days after the same shall have accrued. Such claims, fully amplified, must be filed with Lessor within said ninety-one (91) days and unless so made and filed, Lessor shall be wholly released and discharged therefrom and shall not be liable therefor in any court of justice. No suit at law or in equity shall be maintained upon any claim unless instituted within two (2) years and one (1) day after the cause of action accrued. In no event shall Lessor be liable to Lessee for any prospective or speculative profits, or special, indirect, incidental, exemplary, punitive, or consequential damages, whether based uxxx xxxxxxxx, xxxx, xxxxxx liability, or negligence, or in any other manner arising out of this Lease, and Lessee hereby releases Lessor from any claim therefor.
Claims; Limitations. Notice of claims by Lessee for any liability, loss, damage, or expense arising out of this Lease must be made to Lessor in writing within ninety-one (91) days after the same shall have accrued. Such claims, fully amplified, must be filed with Lessor within said ninety-one (91) days and unless so made and filed, Lessor shall be wholly released and discharged therefrom and shall not be liable therefor in any court of justice. No suit at law or in equity shall be maintained upon any claim unless instituted within two (2) years and one (1) day after the cause of action accrued. There are no third party beneficiaries of this Lease.
Claims; Limitations. Notwithstanding anything otherwise contained in this Agreement, no party hereto shall assert any single claim or claims against any other party hereto, unless the single claim (after giving effect to and reducing the same by (i) any net tax benefits realized by the indemnified party as a result of such event, and (ii) the net amount of any insurance proceeds received by the indemnified party as a result of such event) exceeds the sum of $18,750, and the sum of all such single claims in the aggregate exceeds $150,000; provided, that claims made by Tyler or the Surviving Corporation pursuant to Section 2.9 or 4.5 of this Agreement, or for breach of the Employment Agreement or the Confidentiality Agreement shall not be subject to the foregoing limitations; and provided further, that claims made by the Shareholders pursuant to Section 3.7 or 4.5 of this Agreement, or for breach of the Employment Agreement or the Confidentiality Agreement shall not be subject to the foregoing limitations.
Claims; Limitations. (a) Notice of Claims by Customer for any liability, loss, damage, or expense arising out of this Agreement must be made to P66SF in writing within one hundred eighty (180) days after the same shall have accrued. Such claims, described in reasonable detail, must be sent to P66SF within said one hundred eighty (180) days and unless so made and filed, P66SF shall be wholly released and discharged therefrom and shall not be liable therefore in any court of justice. No suit at law or in equity shall be maintained upon any claim unless instituted within two (2) years and one (1) day after the cause of action accrued.
(b) IN NO EVENT SHALL EITHER PARTY HERETO BE LIABLE TO THE OTHER PARTY FOR ANY PROSPECTIVE OR SPECULATIVE PROFITS, OR SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED XXXX XXXXXXXX, XXXX, XXXXXX LIABILITY, OR NEGLIGENCE, OR IN ANY OTHER MANNER ARISING OUT OF THIS AGREEMENT, AND EACH PARTY HEREBY RELEASES THE OTHER PARTY FROM ANY CLAIM THEREFOR.
Claims; Limitations. Notwithstanding anything otherwise contained in this Agreement, no party hereto shall assert any single claim or claims against any other party hereto, including any right of offset by Tyler or Surviving Corporation pursuant to Section 11.8 hereof, unless the single claim (after giving effect to and reducing the same by (i) any net tax benefits realized by the indemnified party as a result of such event, and (ii) the net amount of any insurance proceeds received by the indemnified party as a result of such event) exceeds the sum of $37,500, and the sum of all such single claims in the aggregate exceeds $300,000; provided, that claims made by Tyler or Surviving Corporation pursuant to Section 2.9 or 4.5 of this Agreement, or for breach of the Employment Agreement or the Confidentiality Agreement shall not be subject to the foregoing
Claims; Limitations. Notwithstanding the foregoing provisions of this Article X,
(a) In the absence of fraud or intentional or willful breach, no Indemnifying Party shall be liable for indemnification under this Article X for (i) consequential, special or incidental damages of any kind or lost profits of the other party, or (ii) for punitive damages (other than any such damages or lost profits payable in connection with a Third Party Claim);
(b) No Indemnifying Party shall have any Liability for indemnification for any Damages under Section 10.1(a) until and unless the cumulative total of such Damages exceeds in the aggregate one percent (1.0%) of the Purchase Price (the “Basket”), at which time the Indemnifying Party shall only be responsible for the amount of Damages in excess of the amount of the Basket; provided, however, that the limitations of this Section 10.5(b) shall not apply to any Damages arising or resulting from or in connection with, relating to or suffered or incurred in connection with or as a result of (i) any misrepresentation or breach of representation or warranty contained in Section 3.1(c), 3.1(b)(v), 3.2(a), 3.2(b), 3.2(j), 3.2(w), 3.2 (z), 4.1, 4.2, 4.5 or 4.6, in Sellers Disclosure Schedule relating thereto or in any certificate relating thereto delivered by such Indemnifying Party pursuant to this Agreement, or (ii) fraud or intentional or willful breach of any Indemnifying Party. For purposes of determining whether a breach of any representation or warranty of an Indemnifying Party has occurred and results in cumulative Damages in excess of the Basket (but not for purposes of calculating Damages once the cumulative total of Damages has exceeded the Basket), any requirement in any representation or warranty that an event or fact be material or have an Embarcadero Material Adverse Effect in order for such event or fact to constitute a breach of such representation or warranty (a “Materiality Condition”) shall be ignored, and if the aggregate Damages of all the claims for indemnification for breaches of a representation or warranty exceeds the Basket, in each case ignoring all Materiality Conditions, the Indemnitees shall be indemnified in accordance with this Article X.
(c) The amount constituting the claim for which indemnification may be made pursuant to this Article X shall be reduced by (i) all amounts that have been recovered by an Indemnitee from a third party (including insurers) at the time such indemnification is due from an Indemnifying Part...
Claims; Limitations. 8.1 The Preference Shareholder acknowledges that, notwithstanding anything to the contrary in any agreement, Policy, document or notice of the Company or in the articles, it shall have no claim against the Company whatsoever nor shall the Company be in any way liable in respect of or arising out of or in connection with its Policies or in respect of any return of capital as a Preference Shareholder or in respect of any other claim, whether in contract or in tort or otherwise, which the Preference Shareholder may have against the Company, and whether in its capacity as Shareholder or otherwise save to the extent of the amount of the Preference Shareholder's Fund after deducting therefrom all income or amounts accrued but not yet received by the Company (if positive). The enforcement of, and all rights and remedies in respect of, all such claims and liabilities described above is and shall be limited as stated above and the Company shall have no further obligation or liability or responsibility in respect thereof. The Preference Shareholder may not take proceedings or enforce judgment against the Company or any assets of, or prove as a secured or unsecured creditor in the liquidation of, the Company other than in accordance with this clause 8. The Preference Shareholder acknowledges that no claim may be made or enforced against the Company by it or on its behalf to the extent that such a claim would have to be satisfied out of funds allocated to other Preference Shareholders or to any of the Ordinary Shareholders, or to any Policyholder, whether such allocation arises pursuant to any agreement between any of the Shareholders or Policyholders and the Company or pursuant to the articles or otherwise. The Preference Shareholder acknowledges and agrees that any shortfall shall be extinguished and, in particular, that the Preference Shareholder shall not take any steps to wind-up the Company; and EU OPEN ANNUITY
8.2 It is agreed that if the Preference Shareholder succeeds by any means whatsoever or wheresoever in a claim that would have to be satisfied out of funds allocated to other Preference Shareholders or other assets of the Company, the Preference Shareholder shall be liable to the Company to pay a sum equal to the value of the benefit thereby obtained by him; and
8.3 It is further agreed that, if the Preference Shareholder shall succeed in seizing or attaching by any means or otherwise levying execution against any assets attributable to any funds allocate...
Claims; Limitations. The maximum liability owed to You under this Contract will be the lesser of (I) the current market value of a Product of comparable specifications; (II) the retail price paid for Your Product minus sales tax and claims paid, in lieu of service repairs or replacement of a Product of comparable specifications or, (III) $25,000 for Light Commercial and
(I) commercial refrigeration equipment less than or equal to 25 tons; or, (II) commercial HVAC equipment less than or equal to 25 tons, 75 HP, 1000 LBS, 10000 CFM, 300000 BTU/H, 300 KBH, 500 Gallons, or 95 kW. Heavy Commercial is defined as (I) commercial refrigeration equipment greater than 25 tons; or, (II) commercial HVAC equipment greater than 25 tons, 75 HP, 1000 LBS, 10000 CFM, 300000 BTU/H, 300 KBH, 500 Gallons, or 95 kW. You may be required to submit the original purchase receipt to determine if the product covered under this contract is deemed Heavy or Light Commercial. The original purchase receipt will supersede any Heavy or Light Commercial designation stated on the face of this contract. When determining the current market value of a Product of comparable specifications a fair analysis is completed using current manufacturers’ and distributors’ pricing on comparable products. In the event We (I) replace the Product with a Product of comparable specifications; (II) reimburse You for the current market value of a Product of comparable specifications; or (III) reimburse You for the retail amount of the Product, minus claims, minus sales tax, We shall have satisfied all obligations owed under this Contract and the covered Product becomes the property of Service Net and We may, at Our discretion, require the Product to be returned to Us (or Our designee) at Our expense.
Claims; Limitations. Section 10.5(d)(i) of the Purchase ------------------ Agreement is hereby amended to add the words "and any amounts pursuant to Section 5.11" after the words "Section 10.1(a)" in the fourth line thereof.
Claims; Limitations. The maximum liability owed to You under this Contract will be the lesser of (I) the current market value of a Product with comparable specifications; or,
