Exceptions to Limitations of Liability. This Section 15.03 will not apply with respect to:
(1) Losses occasioned by the fraud(except as rendered inapplicable to the State, DIR and all state agency and local government Customers pursuant to Section 11.03(e) of Exhibit B to the CTSA), willful misconduct, or gross negligence of a Vendor.
(2) Losses that are the subject of indemnification under this CTSA.
(3) Losses occasioned by Vendor’s refusal to provide Services under a Disentan- glement Plan, which has been approved by DIR, as specified in Section 11.06(d). For purposes of this provision, “refusal” means the intentional cessa- tion by Vendor, in a manner impermissible under this CTSA, of the perfor- xxxxx of all or a material portion of the Services then required to be provided by Vendor under the Disentanglement Plan.
(4) Losses occasioned by any breach of a Party’s obligations under Article 10.
Exceptions to Limitations of Liability. The limitations of liability set forth in Sections 17(a) and (b) shall not apply with respect to: i. Losses occasioned by the fraud, willful misconduct, or gross negligence of a Party.
Exceptions to Limitations of Liability. Sections 18.3(a) and (b) shall not apply with respect to:
(i) Losses occasioned by the fraud, willful misconduct, or gross negligence of a Party.
(ii) Losses that are the subject of indemnification under this Agreement.
(iii) Any losses occasioned by any breach of Service Provider's representations, or warranties or covenants under this Agreement set forth in Sections 15.6(a), 15.7, 15.8(a-b and d-j), 15.9, 15.10, 15.11, and 15.12 under this Agreement.
(iv) Losses occasioned by Service Provider's refusal to provide Services or Termination Assistance Services. For purposes of this provision, "refusal" shall mean the refusal or failure to commence performance or the intentional cessation by Service Provider, in a manner impermissible under this Agreement, of the performance of all or a material portion of the Services or Termination Assistance Services then required to be provided by Service Provider under this Agreement.
(v) Any of the losses occasioned by Service Provider's breach of its obligations under Article 13.1 (Confidentiality).
Exceptions to Limitations of Liability. The limitations set forth in Section 19.2(b) shall ***.
Exceptions to Limitations of Liability. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE FOREGOING LIMITATIONS WILL NOT APPLY TO (I) A PARTY’S OWN WILLFUL MISCONDUCT; OR (II) THE INDEMNIFICATION OBLIGATIONS SET FORTH IN ARTICLE 17; OR (III) BREACH OF THE CONFIDENTIALITY OBLIGATIONS SET FORTH IN ARTICLE 12; OR (IV) BOTTLER’S OBLIGATION TO PAY IN ACCORDANCE WITH THIS AGREEMENT FOR SERVICES RENDERED.
Exceptions to Limitations of Liability. (a) The limitations of liability set forth in Section 18.1 (CAP ON OVERALL LIABILITY) shall not apply to amounts paid with respect to (i) third party claims that are the subject of indemnification under this Agreement in connection with a breach of a party's obligations under Section 14.4 (WARRANTIES OF NON-INFRINGEMENT) regarding infringement of intellectual property rights or in connection with liability under Section 16.3(a) (DEATH OR BODILY INJURY); or (ii) Direct Losses occasioned by the wrongful termination of this Agreement by HP-OMS.
Exceptions to Limitations of Liability. The limitations of liability set forth in Sections 18.3(a) and (b) shall not apply with respect to:
(i) Losses occasioned by the fraud, willful misconduct, or gross negligence of a Party.
(ii) Losses that are the subject of indemnification under this Agreement (provided that, indemnification obligations arising under Sections 17.1(a) and (h), 17.2(a) and 17.3 shall nonetheless be subject to the liability cap set forth in Section 18.3(b)).
(iii) Losses occasioned by Supplier’s refusal to provide Services or Termination Assistance Services (for purposes of this provision, “refusal” shall mean the intentional cessation by Supplier, in a manner impermissible under this Agreement, of the performance of all or a material portion of the Services or Termination Assistance Services then required to be provided by Supplier under this Agreement).
(iv) Amounts paid under Section 17.3 with respect to death or bodily injury of an agent, employee, customer, business invitee, business visitor or other person or damage, loss or destruction of real or tangible personal property.
(v) Losses occasioned by any breach of a Party’s representations or warranties set forth in Sections 15.3 and 15.4 of this Agreement.
(vi) Losses occasioned by any breach of a Party’s obligations under Article 13.
Exceptions to Limitations of Liability. The limitations of liability set forth in Section 18.3(a) shall not apply with respect to:
(i) Losses paid pursuant to the indemnification obligations under this Agreement;
(ii) Liability occasioned by any breach of the restrictions in Sections 13.1 and 13.3 on the disclosure or use of ABM Data, ABM Proprietary Information, or Supplier Confidential Information;
(iii) Liability occasioned by any breach of a Party’s obligations under Article 13, other than those covered in Section 18.3(h)(ii) (provided that, unless such breach results from gross negligence, recklessness or intentional tortious conduct, such liability shall be subject to the liability caps set forth above; and provided further that, to the extent the breach involves Personal Data, the total aggregate liability of the breaching Party for consequential, incidental or special damages shall be limited to the greater of $2,000,000 or the total Charges payable to Supplier during the three (3) month period immediately preceding the last act or omission giving rise to such liability); ; or
(iv) Termination Charges assessed under this Agreement.
Exceptions to Limitations of Liability. NOTHING IN SECTION 17.1(B) SHALL LIMIT (A) RAZORSTREAM'S INDEMNIFICATION OBLIGATIONS AS SET FORTH IN ARTICLE 18 (INDEMNIFICATION), OR (B) EITHER PARTY'S LIABILITY FOR A MATERIAL BREACH OF ANY PROVISIONS OF THIS AGREEMENT RELATING TO DISCLOSURE OR MISUSE OF CONFIDENTIAL INFORMATION, OR (C) DAMAGES RESULTING FROM A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
Exceptions to Limitations of Liability. The limitations of liability set forth in Sections 21.2(a) (Exclusions from Liability) and 21.2(b) (Liability Cap) shall not apply with respect to:
(i) Losses caused by the willful misconduct, fraud or gross negligence of a Party, its Affiliates (or, in the case of Sears, any Eligible Recipient), or their respective Personnel. Table of Contents
(ii) The Parties’ respective obligations under Section 20.1 (Indemnity by CSC) and Section 20.2 (Indemnity by Sears).
(iii) Losses related to personal injury, including death, and damage to tangible property caused by the negligent or intentional acts of a Party, its Affiliates (or, in the case of Sears, any Eligible Recipient), or their respective Personnel.
(iv) Either Party’s obligation to pay litigation costs and Attorneys’ Fees incurred by the other Party in enforcing the terms of this Agreement as set forth in Section 26.4 (Legal Expenses).
(v) Losses caused by: (A) the willful abandonment of any significant portion (which shall be determined by taking into account the actual or potential impact on the businesses of each Sears Related Business) of the Services contracted for under this Agreement, including any Termination Assistance Services; and/or (b) wrongful termination of this Agreement or any Transaction Document by CSC. For purposes of the foregoing, “willful abandonment” means, with respect to any Services, that CSC or its Subcontractors have elected not to provide such Services, although CSC or such Subcontractor is capable of providing them, or CSC or its Subcontractors have intentionally acted, or failed to act, in a manner to avoid its obligation to provide such Services (e.g., if CSC elects not to renew a required governmental license and therefore is not able to provide the Services).
(vi) Losses caused by any breach of CSC’s obligations under Section 15.3(c) (Confidential Personal Information) related to an intentional misuse of Confidential Personal Information.
