LIMITATION OF LIABILITY AND REMEDIES Sample Clauses

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of Xxxxx Property or its subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns under any provision of this TOU and your exclusive remedy for all of the foregoing shall be limited to actual damages incurred by you based on reasonable reliance up to ten dollars (USD $10.00). The foregoing limitations, exclusions and disclaimers (including sections 8 and 9 above) shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

LIMITATION OF LIABILITY AND REMEDIES. 9.1 ENGAGE'S LIABILITY FOR ANY CAUSE WHATSOEVER ARISING UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, SHALL BE LIMITED TO THE TOTAL AMOUNT PAID TO ENGAGE UNDER THIS AGREEMENT IN THE CALENDAR YEAR IN WHICH THE EVENT GIVING RISE TO SUCH LIABILITY FIRST OCCURRED. LICENSEE RECOGNIZES THAT THE FEES HEREUNDER ARE BASED IN PART ON THE LIMITED WARRANTY AND LIMITATION OF LIABILITY AND REMEDIES SET FORTH ABOVE. 9.2 IN NO EVENT WILL ENGAGE OR ITS LICENSORS BE LIABLE FOR ANY (a) DAMAGES CAUSED BY LICENSEE'S FAILURE TO PERFORM LICENSEE OBLIGATIONS, (b)INDIRECT, INCIDENTAL, SPECIAL, RELIANCE, EXEMPLARY, COVER OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST SAVINGS OR LOST DATA, EVEN IF ENGAGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, (c) CLAIMS AGAINST LICENSEE BY ANY THIRD PARTY EXCEPT AS PROVIDED IN SECTION 6.3, (d) CLAIMS, WHETHER IN CONTRACT OR TORT, THAT AROSE MORE THAN ONE (1) YEAR PRIOR TO INSTITUTION OF SUIT THEREON, OR (e) DAMAGES, INCLUDING PRODUCT LIABILITY DAMAGES, CAUSED BY ANY NON-ENGAGE PRODUCT.

LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF 1099 Pro AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS XXXX AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING (EXCEPT FOR ANY REMEDY OF REPAIR OR REPLACEMENT ELECTED BY 1099 PRO, INC. WITH RESPECT TO ANY BREACH OF THE LIMITED WARRANTY) SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE OR U.S. $5.00. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS (INCLUDING SECTIONS 7, 8, AND 9 ABOVE) SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.

LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that the Customer might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire Liability Antenna House under any provision of this Agreement and the Customer's exclusive remedy for all of the foregoing shall be limited to none. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

LIMITATION OF LIABILITY AND REMEDIES. Distributor understands and ------------------------------------ agrees that regardless of the basis on which damages can be claimed by Distributor, Resellers and/or Users, Distributor's, Resellers' and/or Users' exclusive remedy and the Company's exclusive liability shall be limited as follows:

LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED HEREIN AND ALL DIRECT OR GENERAL DAMAGES IN CONTRACT OR ANYTHING ELSE), THE ENTIRE LIABILITY OF Dolby AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS XXXX AND YOUR EXCLUSIVE REMEDY HEREUNDER (OTHER THAN THE LIMITED REMEDY DESCRIBED IN SECTION 5.2 ABOVE) SHALL BE LIMITED TO THE AMOUNT OF USD$10.00 (TEN US DOLLARS). THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS (INCLUDING SECTIONS 6 AND 7 AND THIS SECTION 8) SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

LIMITATION OF LIABILITY AND REMEDIES. 17.1 Supplier or its consultants cannot be held liable, financially or otherwise, because of incorrect registration in Customer's registration systems, because of Customer's breach of the law or due to other conditions. 17.2 Customer is responsible for ensuring that access to any sensitive data is not possible for Supplier's consultants. For responsibilities related to Customer's registration systems, please refer to section 10. 17.3 If Customer has matters of a special nature that Customer has not specifically informed Supplier of or if Customer has provided incorrect information, which Supplier has no basis for disputing the accuracy of, Supplier assumes no responsibility that VAT and tax liability, employee tax liability, social security contributions, and similar contributions are calculated and reported in accordance with applicable legislation and practice. The same applies to matters of a discretionary nature. In such cases, Supplier perform Services according to Customer’s instructions or prior approval from Customer’s auditor. It is assumed that Customer or Customer’s auditor controls Customer’s VAT and tax liability, employee tax liability, social security contributions etc. as well as reconciliation etc. 17.4 Customer is responsible for ensuring that access to Customer's cash or cash equivalents is not possible for Supplier's consultants. Supplier's consultants may not be awarded attorneys or authorization that may have consequences for Customer financially or otherwise in the event of errors or abuses. 17.5 The responsible person appointed by Customer must always approve transactions etc. that may have financial consequences for Customer before a transaction is executed. If Customer requires dispositions implemented where procedures regarding division of tasks and responsibilities between Supplier and Customer are not complied with, Supplier cannot be responsible for this. 17.6 Once Customer has verified and approved payment of suppliers (cf. section 6.1.4) and payroll payments (cf. section 7.3), incorrect payment cannot be imposed on Supplier. 17.7 Customer is responsible for providing codes to public authorities, which enable Supplier to perform the agreed tasks. Supplier cannot be held liable for any circumstances, such as set-offs, interest allocation, etc. that public authorities carry out towards Customer. 17.8 Supplier cannot be held responsible for or in any way be held liable for circumstances over which Supplier has no influence, e.g....

LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF LICENSOR AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS XXXX AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING (EXCEPT FOR ANY REMEDY OF REPAIR OR REPLACEMENT ELECTED BY LICENSOR WITH RESPECT TO ANY BREACH OF THE LIMITED WARRANTY) SHALL BE LIMITED TO THE GREATER OF THE FEES PAID FOR THE SPECIFIC SOFTWARE OR SERVICES FROM WHICH SUCH CLAIM ARISES WITH THE TWELVE (12) MONTH PERIOD PRECEDING THE CLAIM. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS (INCLUDING SECTIONS 8, 9 AND 10 ABOVE) SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.

LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF Trimble Solutions Sandvika AS AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS XXXX AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING (EXCEPT FOR ANY REMEDY OF REPAIR OR REPLACEMENT ELECTED BY Trimble Solutions Sandvika AS WITH RESPECT TO ANY BREACH OF THE LIMITED WARRANTY) SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE PRODUCT OR EURO 5.00. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS (INCLUDING SECTIONS 8, 9 AND 10 ABOVE) SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.