Common use of Damages and Liability Clause in Contracts

Damages and Liability. 15.1 Subject to Article 16 (Force Majeure), if for any Hour the quantity of Gas that is accepted or delivered at the TTF pursuant to this Agreement, does not equal the Contract Quantity for such Hour (the difference being the “Default Quantity”) due to a breach of any of Articles 5.1 and/or 5.2 by a Party (the “Party In Breach”), then 15.1.1 if the Party that is not in breach of Articles 5.1 and 5.2 (the “Party Not In Breach”) holds at the end of such Hour more Gas in its portfolio with the TSO than if the breach would not have occurred, the Party Not In Breach shall pay the Party In Breach the Default Quantity times the Sell Price as defined in the EFET TTF Appendix; and 15.1.2 if the Party Not In Breach holds at the end of such Hour less Gas in its portfolio with the TSO than if the breach would not have occurred, the Party in Breach shall pay the Party Not In Breach the Default Quantity times the Buy Price as defined in the EFET TTF Appendix. 15.2 Neither Party shall be liable to the other Party for any indirect or consequential damages resulting from or arising in connection with this Agreement, including but not limited to any loss of: use of property, plant or machinery, contract, profit or revenue, goodwill, or for any increased costs or any similar damages, howsoever arising, including but not limited to a Party’s sole or concurrent negligence, default or breach of a legal duty, whether or not foreseeable at the date of this Agreement. The first sentence of this Article 15.2 does not apply to Articles 7.6 and 7.7 (title warranties), 15.1 (settlement of Default Quantities), interest on amounts due, and does not apply in case of liability caused by Wilful Misconduct. 15.3 The amount or amounts for which a Party may be liable to the other Party under this Agreement in respect of any one event or circumstance or series of events or circumstances with the same cause, constituting or resulting in that Party’s breach of a provision of this Agreement shall not exceed five million Euros (€5,000,000). This Article 15.3 does not apply to Articles 12 (Fees), 7.6 and 7.7 (title warranties), 10.4 (liquidated damages), 15.1 (settlement of Default Quantities) and/or 17.6.4 (termination settlement) and does not apply in case of liability caused by Wilful Misconduct. 15.4 Where any provision of this Agreement provides for any amount to be payable by a Party upon or in respect of that Party’s breach of any provision of this Agreement, both Parties agree and acknowledge that the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise thereto; and that the amount provided to be payable represents no more than a genuine pre- estimate of the Loss of the Party to which such amount is payable. 15.5 The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort in respect of the terms of this Agreement and accordingly each Party (to the fullest extent permitted by law): 15.5.1 waives any rights or remedies that could arise in tort in respect of the terms of this Agreement; and 15.5.2 releases the other Party from any duties or liabilities arising in tort in respect of the terms of this Agreement. 15.6 For the avoidance of doubt, nothing in this Article 14.1 shall prevent GSB from or restrict it in enforcing any obligation for payment of Fees owed to it under or pursuant to this Agreement. 15.7 Each provision of this Article 14.1 shall be construed as a separate and severable contract term, and shall survive termination of this Agreement.

Damages and Liability. ‌ 15.1 Subject to Article 16 (Force Majeure), if for any Hour the quantity of Gas that is accepted or delivered at the TTF pursuant to this Agreement, does not equal the Contract Quantity for such Hour (the difference being the “Default Quantity”) due to a breach of any of Articles 5.1 and/or 5.2 by a Party (the “Party In Breach”), thenthen‌ 15.1.1 if the Party that is not in breach of Articles 5.1 and 5.2 (the “Party Not In Breach”) holds at the end of such Hour more Gas in its portfolio with the TSO than if the breach would not have occurred, the Party Not In Breach shall pay the Party In Breach the Default Quantity times the Sell Price as defined in the EFET TTF Appendix; andand‌ 15.1.2 if the Party Not In Breach holds at the end of such Hour less Gas in its portfolio with the TSO than if the breach would not have occurred, the Party in Breach shall pay the Party Not In Breach the Default Quantity times the Buy Price as defined in the EFET TTF Appendix.Appendix.‌ 15.2 Neither Party shall be liable to the other Party for any indirect or consequential damages resulting from or arising in connection with this Agreement, including but not limited to any loss of: use of property, plant or machinery, contract, profit or revenue, goodwill, or for any increased costs or any similar damages, howsoever arising, including but not limited to a Party’s sole or concurrent negligence, default or breach of a legal duty, whether or not foreseeable at the date of this Agreement. The first sentence of this Article 15.2 does not apply to Articles 7.6 and 7.7 (title warranties), 15.1 (settlement of Default Quantities), interest on amounts due, and does not apply in case of liability caused by Wilful Misconduct.Misconduct.‌ 15.3 The amount or amounts for which a Party may be liable to the other Party under this Agreement in respect of any one event or circumstance or series of events or circumstances with the same cause, constituting or resulting in that Party’s breach of a provision of this Agreement shall not exceed five million Euros (€5,000,000). This Article 15.3 does not apply to Articles 12 (Fees), 7.6 and 7.7 (title warranties), 10.4 (liquidated damages), 15.1 (settlement of Default Quantities) and/or 17.6.4 (termination settlement) and does not apply in case of liability caused by Wilful Misconduct.Misconduct.‌ 15.4 Where any provision of this Agreement provides for any amount to be payable by a Party upon or in respect of that Party’s breach of any provision of this Agreement, both Parties agree and acknowledge that the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise thereto; and that the amount provided to be payable represents no more than a genuine pre- estimate of the Loss of the Party to which such amount is payable. 15.5 The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort in respect of the terms of this Agreement and accordingly each Party (to the fullest extent permitted by law): 15.5.1 waives any rights or remedies that could arise in tort in respect of the terms of this Agreement; and 15.5.2 releases the other Party from any duties or liabilities arising in tort in respect of the terms of this Agreement. 15.6 For the avoidance of doubt, nothing in this Article 14.1 15 shall prevent GSB from or restrict it in enforcing any obligation for payment of Fees owed to it under or pursuant to this Agreement. 15.7 Each provision of this Article 14.1 15 shall be construed as a separate and severable contract term, and shall survive termination of this Agreement.

Damages and Liability. 15.1 Subject to Article 16 (Force Majeure), if for any Hour the quantity of Gas that is accepted or delivered at the TTF pursuant to this Agreement, does not equal the Contract Quantity for such Hour (the difference being the “Default Quantity”) due to a breach of any of Articles 5.1 and/or 5.2 by a Party (the “Party In Breach”), then 15.1.1 if the Party that is not in breach of Articles 5.1 and 5.2 (the “Party Not In Breach”) holds at the end of such Hour more Gas in its portfolio with the TSO than then if the breach would not have occurred, the Party Not In Breach shall pay the Party In Breach the Default Quantity times the Sell Price as defined in the EFET TTF Appendix; and 15.1.2 if the Party Not In Breach holds at the end of such Hour less Gas in its portfolio with the TSO than then if the breach would not have occurred, the Party in Breach shall pay the Party Not In Breach the Default Quantity times the Buy Price as defined in the EFET TTF Appendix. 15.2 Neither Party shall be liable to the other Party for any indirect or consequential damages resulting from or arising in connection with this Agreement, including but not limited to any loss of: use of property, plant or machinery, contract, profit or revenue, goodwill, or for any increased costs or any similar damages, howsoever arising, including but not limited to a Party’s sole or concurrent negligence, default or breach of a legal duty, whether or not foreseeable at the date of this Agreement. The first sentence of this Article 15.2 does not apply to Articles 7.6 and 7.7 (title warranties), ) and 15.1 (settlement of Default Quantities), interest on amounts due, and does not apply in case of liability caused by Wilful Misconduct. 15.3 The amount or amounts for which a Party may be liable to the other Party under this Agreement in respect of any one event or circumstance or series of events or circumstances with the same cause, constituting or resulting in that Party’s breach of a provision of this Agreement shall not exceed five million Euros (€5,000,000). This Article 15.3 does not apply to Articles 12 (Fees), 7.6 and 7.7 (title warranties), 10.4 (liquidated damages), 15.1 (settlement of Default Quantities) and/or 17.6.4 (termination settlement) and does not apply in case of liability caused by Wilful Misconduct. 15.4 Where any provision of this Agreement provides for any amount to be payable by a Party upon or in respect of that Party’s breach of any provision of this Agreement, both Parties agree and acknowledge that the remedy conferred by such provision is exclusive of and is in substitution for any remedy in damages in respect of such breach or the event or circumstances giving rise thereto; and that the amount provided to be payable represents no more than a genuine pre- pre-estimate of the Loss of the Party to which such amount is payable. 15.5 The rights and remedies of the Parties pursuant to this Agreement exclude and are in place of any rights or remedies of either Party in tort in respect of the terms of this Agreement and accordingly each Party (to the fullest extent permitted by law): 15.5.1 waives any rights or remedies that could arise in tort in respect of the terms of this Agreement; and 15.5.2 releases the other Party from any duties or liabilities arising in tort in respect of the terms of this Agreement. 15.6 For the avoidance of doubt, nothing in this Article 14.1 15 shall prevent GSB from or restrict it in enforcing any obligation for payment of Fees owed to it under or pursuant to this Agreement. 15.7 Each provision of this Article 14.1 15 shall be construed as a separate and severable contract term, and shall survive termination of this Agreement.