Common use of Liability and Remedies Clause in Contracts

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the Sellers, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers at the Buyer’s sole expense in any litigation involving the Sellers, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a). (b) The Sellers shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Facilities. Accordingly, the Sellers covenant and agree to fully protect, indemnify and hold the Buyer and their officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the Sellers, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers and further defend the Buyer at the Sellers’ sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to Sellers, or for Sellers to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each Contract Year shall be an amount equal to the product of: (i) thirty (30) days; (ii) the DCQ in effect on the first Day of such Contract Year; and (iii) the Gas Price applicable on the first Day of such Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any Contract Year which is less than three hundred sixty-five (365) days or (ii) for any Contract Year having Recovery Period the factor of thirty (30) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Deficiency Payments (including pursuant to Clauses 4(c), 7, 10, 18 and 20)are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream GTA as provided in Clause 11(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the SellersSeller, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers Seller whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers Seller at the Buyer’s sole expense in any litigation involving the SellersSeller, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a20(a). (b) The Sellers Seller shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Seller’s Facilities. Accordingly, the Sellers Seller covenant and agree to fully protect, indemnify and hold the Buyer and their its officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the SellersSeller, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers Seller and further defend the Buyer at the Sellers’ Seller’s sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b20(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to SellersSeller, or for Sellers Seller to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each the Contract Year shall be an amount equal to the product of: (i) thirty twenty one (3021) days; (ii) the DCQ in effect on the first Day of such the Contract Year; and (iii) the Gas Price applicable on the first Day of such the Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any the Contract Year which is less than three hundred sixty-five (365) days or (ii) for any Contract Year having Recovery Period ,the factor of thirty twenty one (3021) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Deficiency Payments (including pursuant to Clauses 4(c), 7, 109, 18 17 and 20)are 19) are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ Seller’s obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream SHPPL GTA as provided in Clause 11(f10(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the SellersSeller, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers Seller whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers Seller at the Buyer’s sole expense in any litigation involving the SellersSeller, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a20(a). (b) The Sellers Seller shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Seller’s Facilities. Accordingly, the Sellers Seller covenant and agree to fully protect, indemnify and hold the Buyer and their its officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the SellersSeller, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers Seller and further defend the Buyer at the Sellers’ Seller’s sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b20(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to SellersSeller, or for Sellers Seller to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each the Contract Year shall be an amount equal to the product of: (i) thirty twenty one (3021) days; (ii) the DCQ in effect on the first Day of such the Contract Year; and (iii) the Gas Price applicable on the first Day of such the Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any the Contract Year which is less than three hundred sixty-five (365) days or (ii) for any Contract Year having Recovery Period ,the factor of thirty twenty one (3021) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Monthly Deficiency Payments (including pursuant to Clauses 4(c), 7, 109, 18 17 and 20)are 19) are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ Seller’s obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream SHPPL GTA as provided in Clause 11(f10(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) 21.1. At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines and associated infrastructure used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the SellersSeller, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers Seller whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising xxxxxxx out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers Seller at the Buyer’s sole expense in any litigation involving the SellersSeller, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a)21.1. (b) 21.2. The Sellers Seller shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Seller’s Facilities. Accordingly, the Sellers covenant Seller covenants and agree to fully protect, indemnify and hold the Buyer and their officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the SellersSeller, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers Seller and further defend the Buyer at the Sellers’ Seller’s sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b)21.2. (c) 21.3. The Parties recognise recognize that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the arethe exclusive remedies available to the Parties for a breach of this Agreement. (d) 21.4. Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful willful misconduct). (e) The maximum aggregate liability for Buyer to Sellers, or for Sellers to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each Contract Year shall be an amount equal to the product of: (i) thirty (30) days; (ii) the DCQ in effect on the first Day of such Contract Year; and (iii) the Gas Price applicable on the first Day of such Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any Contract Year which is less than three hundred sixty-five (365) days or (ii) for any Contract Year having Recovery Period the factor of thirty (30) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Deficiency Payments (including pursuant to Clauses 4(c), 7, 10, 18 and 20)are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream GTA as provided in Clause 11(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the Sellers, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers at the Buyer’s sole expense in any litigation involving the Sellers, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a). (b) The Sellers shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Facilities. Accordingly, the Sellers covenant and agree to fully protect, indemnify and hold the Buyer and their officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the Sellers, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers and further defend the Buyer at the Sellers’ sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to Sellers, or for Sellers to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each Contract Year shall be an amount equal to the product of: (i) thirty (30) days; (ii) the DCQ in effect on the first Day of such Contract Year; and (iii) the Gas Price applicable on the first Day of such Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any Contract Year which is less than three hundred sixty-sixty five (365) days or (ii) for any Contract Year having Commissioning Period and Recovery Period the factor of thirty (30) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Deficiency Payments (including pursuant to Clauses 4(c), 7, 10, 18 and 20)are 20) are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream GTA as provided in Clause 11(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the SellersSeller, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers Seller whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers Seller at the Buyer’s sole expense in any litigation involving the SellersSeller, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a20(a). (b) The Sellers Seller shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Seller’s Facilities. Accordingly, the Sellers Seller covenant and agree to fully protect, indemnify and hold the Buyer and their its officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the SellersSeller, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers Seller and further defend the Buyer at the Sellers’ Seller’s sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b20(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to SellersSeller, or for Sellers Seller to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each Contract Year shall be an amount equal to the product of: (i) thirty twenty one (3021) days; (ii) the DCQ in effect on the first Day of such Contract Year; and (iii) the Gas Price applicable on the first Day of such Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any Contract Year which is less than three hundred sixty-five (365) days or (ii) for any Contract Year having Recovery Period Period, the factor of thirty twenty one (3021) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Deficiency Payments (including pursuant to Clauses 4(c), 7, 109, 18 17 and 20)are 19) are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ Seller’s obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream SHPPL GTA as provided in Clause 11(f10(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the Sellers, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers at the Buyer’s sole expense in any litigation involving the Sellers, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a). (b) The Sellers shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Facilities. Accordingly, the Sellers covenant and agree to fully protect, indemnify and hold the Buyer and their officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the Sellers, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers and further defend the Buyer at the Sellers’ sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to Sellers, or for Sellers to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each Contract Year shall be an amount equal to the product of: (i) thirty (30) days; (ii) the DCQ in effect on the first Day of such Contract Year; and (iii) the Gas Price applicable on the first Day of such Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any Contract Year which is less than three hundred sixty-sixty five (365) days or (ii) for any Contract Year having Recovery Period the factor of thirty (30) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Monthly Deficiency Payments (including pursuant to Clauses 4(c), 7, 10, 18 and 20)are 20) are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream GTA as provided in Clause 11(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.

Liability and Remedies. (a) At, and downstream of, the Delivery Point the Buyer shall be deemed to be in exclusive possession and control of the Gas and fully liable and responsible for its arrangements, appurtenance and properties including all gas pipelines used by Buyer downstream of the Delivery Point and the Buyer’s Facilities. Accordingly, the Buyer covenants and agrees to fully protect, indemnify and hold the Sellers, its Affiliates and its and their officers, employees and agents harmless against any and all claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Sellers whether by the Buyer, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the installation, presence, maintenance or operation of the intake arrangements, appurtenance and properties of the Buyer or relating to the possession and handling of any Gas supplied under this Agreement and further defend the Sellers at the Buyer’s sole expense in any litigation involving the Sellers, its Affiliates and its and their officers, employees and agents in connection with matters referred to in this Clause 21(a). (b) The Sellers shall be deemed to be in exclusive possession and control of the Gas upstream of the Delivery Point(s) and fully liable and responsible for its arrangements, appurtenance and properties including the Sellers’ Facilities. Accordingly, the Sellers covenant and agree to fully protect, indemnify and hold the Buyer and their officers, employees and agents harmless against any and all direct claims, liabilities, costs, expenses, damages, or losses which may be made, asserted or brought against the Buyer whether by the Sellers, its employees or agents or by third parties, on account of damage or injury to property or person or loss of life resulting from, arising out of or in connection with the operation of the intake arrangements, appurtenance and properties of the Sellers and further defend the Buyer at the Sellers’ sole expense in any litigation involving the Buyer and officers, employees and agents in connection with matters referred to in this Clause 21(b). (c) The Parties recognise that, with respect to breaches of this Agreement (and acts or omissions which constitute breaches), their relationship is contractual and that neither Party shall have any claim against the other Party in tort with respect to such breaches. Remedies set out herein are cumulative and are the exclusive remedies available to the Parties for a breach of this Agreement. (d) Neither Party shall be liable to the other Party for consequential loss, loss of profit, loss of revenue, or any special, punitive or exemplary damages, howsoever caused, including by negligence or breach of duty or any other act or omission (even in the case of wilful misconduct). (e) The maximum aggregate liability for Buyer to Sellers, or for Sellers to Buyer, for any and all liabilities and indemnities under this Agreement in respect of each Contract Year shall be an amount equal to the product of: (i) thirty (30) days; (ii) the DCQ in effect on the first Day of such Contract Year; and (iii) the Gas Price applicable on the first Day of such Contract Year, regardless of whether such claims are caused by wilful misconduct or negligence, provided that: (i) for (i) any Contract Year which is less than three hundred sixty-sixty five (365) days or (ii) for any Contract Year having Recovery Period the factor of thirty (30) days used in the aforesaid calculation shall be reduced proportionately; (ii) Buyer’s obligation to pay any amounts for Gas delivered and to pay any Quarterly Deficiency Payments (including pursuant to Clauses 4(c), 7, 10, 18 and 20)are 20) are expressly excluded from and not subject to the foregoing liability cap; and (iii) Sellers’ obligation to reimburse for Ship or Pay payments under the PIL GTA and Downstream GTA as provided in Clause 11(f) are expressly excluded from and are not subject to the foregoing liability cap. (f) The liability of Sellers to Buyer shall be several (and not joint and several), and for each Seller, such aggregate liability under this Clause 21(e) shall be split amongst all Sellers in accordance with each Seller’s Participating Interest.