Indemnity Limitations and Exclusions Clause Samples
Indemnity Limitations and Exclusions. Notwithstanding the above, Masimo shall not be liable for any infringement of intellectual property rights of third parties or for any liability, loss, damages, costs or expenses which Subsidiary may incur as a result of any injury, illness or death resulting from (a) modifications to the Masimo Products made by Subsidiary, by others, or by Masimo at Subsidiary’s request, (b) electrical/electronics, software/firmware, sensors, or product interface not furnished by Masimo, (c) combination of the Masimo Products with other apparatus not furnished by Masimo, (d) use of products or components not supplied by Masimo, (e) use of Masimo Products in a manner not permitted by this Agreement, or (f) for any claims not related directly to the Masimo Products, (g) any alterations or modifications to the Masimo Products which are requested by Subsidiary. MASIMO’S TOTAL AGGREGATE LIABILITY UNDER THIS SECTION 9.2 (“INDEMNIFICATION”) SHALL IN NO CASE EXCEED FIVE MILLION DOLLARS ($5,000,000). THE PARTIES AGREE THAT THIS LIMITATION OF LIABILITY IS FAIR AND REASONABLE BECAUSE MASIMO IS NOT RESPONSIBLE FOR REGULATORY APPROVALS IN THE TERRITORY AND IS NOT DIRECTLY INVOLVED IN THE SALE OR INSTALLATION OF THE PRODUCTS.
Indemnity Limitations and Exclusions. The maximum Indemnifiable Losses of any Party herein will not exceed two (2) times the total amount Customer paid (or supposed to pay) to Papaya under the terms of this Agreement, except in the case of gross negligence, intentional misconduct, fraud, violation of criminal law, or infringement of third-party Intellectual Property Rights per Section 3.2(iii) (in each such case there shall be no cap on Indemnifiable Losses). The Indemnifying Party shall not be required to indemnify the Indemnified Party against Indemnifiable Losses to the extent Indemnified Party’s act or omission, fraud, negligence, misconduct, violation of applicable law, or breach of this Agreement caused the Indemnifiable Loss at issue. Without prejudice to the immediately foregoing sentence, ▇▇▇▇▇▇ shall have no responsibility for any claims concerning Intellectual Property Rights under Section 3.2(iii) resulting from or based on modifications to the Platform made by the Customer, its affiliates or representatives.
Indemnity Limitations and Exclusions. In addition to any applicable restrictions or limitations set out elsewhere:
1. The Contract does not insure against loss or damage caused by:
a. a peril other than an insured peril;
b. fault or negligence on the part of any person including the Insured;
c. other misconduct, whether or not intentional, on the part of any person including the Insured;
d. acreage not suitable for or adequately prepared for cropping purposes;
e. other farming practices that do not meet industry standards;
f. any loss specifically excluded by any other provision of the Contract.
2. The Contract does not apply to any crop and any acreage seeded or planted outside the deadlines applicable to the seeding or planting of that crop.
3. In any one crop year, the Contract does not apply to acreage seeded or planted without the prior written consent of Agricorp where that seeding or planting occurs after an insured or uninsured crop has been harvested from that acreage.
4. Where the Insured has seeded or planted fewer acres than is stated in the final acreage reporting, the calculation of indemnity shall be based on the actual number of seeded or planted acres as calculated by Agricorp, unless otherwise approved by Agricorp.
5. Where the Insured has seeded or planted more acres than is stated in the final acreage report, the calculation of indemnity shall be based on the number of acres stated in the final acreage report, unless otherwise approved by Agricorp.