Consequential Loss or Damage; Indemnification Sample Clauses

Consequential Loss or Damage; Indemnification. Remedies (a) For breach of any provision for which an express remedy or measure of damages is provided, such express remedy or measure of damages shall be the sole and exclusive remedy. A Party’s liability hereunder shall be limited as set forth in such provision, and all other remedies or damages at law or in equity are waived. If no remedy or measure of damages is expressly provided herein or in a Confirmation, a Party’s liability shall be limited to direct actual damages only. Such direct actual damages shall be the sole and exclusive remedy, and all other remedies or damages at law or in equity are waived. Unless expressly herein provided, neither Party shall be liable for consequential, incidental, punitive, exemplary or indirect damages, lost profits or other business interruption damages, by statute, in tort or contract, unless and to the extent such damages are recoverable or recovered by a Third Party in a claim for which a Party has agreed to indemnify the other Party hereunder. It is the intent of the Parties that the limitations herein imposed on remedies and the measure of damages be without regard to the cause or causes related thereto, including the negligence of any Party, whether such negligence be sole, joint or concurrent, or active or passive. To the extent any damages required to be paid hereunder are liquidated, the Parties acknowledge that the damages are difficult or impossible to determine or otherwise obtaining an adequate remedy is inconvenient and the damages calculated hereunder constitute a reasonable approximation of the harm or loss, and each Party waives any right to claim or assert, in any arbitration or expert determination in any action with respect to an Agreement, that any such liquidated damages do not constitute a reasonable approximation of the harm or loss or otherwise are not enforceable damages. (b) Except with respect to claims for injunctive relief under Section 14.1, a Party’s sole remedy against the other Party for nonperformance or breach of an Agreement or for any other claim of whatsoever nature arising out of or in relation to an Agreement shall be in contract and no Party shall be liable to another Party (or its Affiliates and contractors and their respective members, directors, officers, employees and agents) in respect of any Liabilities which arise out of, under or in any alleged breach of statutory duty or tortious act or omission or otherwise.