LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. 12.1 SUBJECT TO SECTIONS 12.3 AND 12.4 BELOW, EACH PARTY’S ENTIRE AGGREGATE LIABILITY TO THE OTHER PARTY FOR DIRECT DAMAGES ARISING FROM CLAIMS UNDER OR RELATED TO THE AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT OF PAYMENTS MADE BY YOU TO AN AUTHORIZED DISTRIBUTOR FOR THE PRODUCTS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH LIABILITY. THIS LIMITATION SHALL APPLY TO ALL CAUSES OF ACTION IN THE AGGREGATE.
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. EXCEPT FOR EITHER PARTY’S BREACH OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR OF THE SUBSECTION TITLED “CONFIDENTIAL INFORMATION”, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY DAMAGES FOR LOSS OF USE, LOST PROFITS, BUSINESS LOSS OR ANY OTHER INCIDENTAL, INDIRECT, SPECIAL, ECONOMIC OR CONSEQUENTIAL DAMAGES WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. USERTESTING’S AGGREGATE LIABILITY FOR DAMAGES UNDER THIS AGREEMENT SHALL BE LIMITED TO AMOUNTS ACTUALLY PAID OR PAYABLE BY CUSTOMER TO USERTESTING FOR THE USE OF THE PLATFORM OR SERVICES UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GAVE RISE TO SUCH DAMAGES.
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT IS LIMITED TO ONE THOUSAND DOLLARS (US$1,000). TO THE MAXIMUM EXTENT PERMITTED BY APPLCABLE LAW, NEITHER PARTY WILL LIABLE FOR ANY (A) SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES; (B) LOSS OF ANY OF THE FOLLOWING: PROFITS, REVENUE, BUSINESS, ANTICIPATED SAVINGS, USE OF ANY PRODUCT OR SERVICE, OPPORTUNITY, GOODWILL OR REPUTATION; (C) LOST OR DAMAGED DATA OR (D) COSTS TO PROCURE SUBSTITUTE GOODS OR SERVICES. THE FOREGOING SHALL NOT LIMIT OR EXCLUDE THE LIABILITY OF: (A) EITHER PARTY TO THE OTHER PARTY FOR: 1. BODILY INJURY OR DEATH RESULTING DIRECTLY FROM THE NEGLIGENCE OF THE OTHER PARTY; 2. FRAUD OR FRAUDULENT MISREPRESENTATION; OR 3. ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW; (B) PARTNER TO UNITRENDS ARISING OUT OF: 1. SOLUTION PARTNER’S BREACH OF ARTICLE 1, SECTION 2 (CONFIDENTIALITY) OR SECTION 5 (COMPLIANCE WITH LAWS, INCLUDING ANTICORRUPTION LAWS AND EXPORT LAWS) OR ARTICLE II, SECTION 3 (TRADEMARKS); OR 2. ANY AMOUNTS DUE TO UNITRENDS. REFERENCES IN THIS SECTION (A) TO A PARTY INCLUDES A PARTY’S AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND SUPPLIERS, (B) TO LIABILITY INCLUDES LIABILITY ARISING FROM CONTRACT, TORT (INCLUDING NEGLIGENCE), UNDER ANY INDEMNITY, STRICT LIABILITY, OR OTHERWISE, IN EACH CASE EVEN IF A PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF THAT LIABILITY AND (C) TO LOSS REFERS TO ANY AND ALL KINDS OF LOSS OR DAMAGE INCLUDING, WITHOUT LIMITATION, ANY DAMAGES, FINES, COSTS, CHARGES, FEES OR OTHER LIABILITY.
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. Notwithstanding anything herein to the contrary, the remedies provided under this Confirmation Letter and Master Agreement are the exclusive remedies available to the Parties. Under no circumstances shall the maximum aggregate liability of EPMI for damages under this Confirmation Letter and Master Agreement exceed one hundred percent (100%) of the fees paid to EPMI under this Confirmation Letter (the “Aggregate Limit”). The Aggregate Limit is the total aggregate liability of EPMI under any theory of recovery, and includes but is not limited to liquidated damages, warranty obligations, tort (including negligence), breach of contract (including any breach resulting in termination) and indemnity obligations. Neither party (nor their directors, officers, employees, affiliates, or shareholders) shall be entitled to recover incidental, indirect or consequential damages, including loss of profits, loss of business opportunities, loss of goodwill, increased operating costs, or any other special or incidental damages, or any punitive or exemplary damages. Non-Exclusive Relationship. Genco understands and acknowledges that EPMI is in the business of buying and selling all forms of energy and intends to provide the same and similar services to others. Nothing in this Confirmation Letter, or any act taken pursuant to this Confirmation Letter, shall prevent EPMI from engaging in such activities, require EPMI to disclose the same, or otherwise create any liability on the part of EPMI under this Confirmation Letter. As a material part of the consideration for the execution of this Confirmation Letter, Genco hereby waives any such right or claim of notice or participation in such activities. Genco acknowledges that it is not entitled to audit EPMI’s books maintained on behalf of other third parties. EPMI’s Trading Book. Genco acknowledges that EPMI’s own transactions and trading books may, at any time, be opposite from some or all of Genco’s power positions, including an overall position that may be long or short; and EPMI may make recommendations for Genco to transact in a different manner than would EPMI act for its own account. EPMI will be entitled to one hundred percent (100%) of the renewable attributes associated with Energy produced from each Generation Facilitiy listed on Exhibit “A” from the Date Online for each Generation Facility until the expiration of this Confirmation Letter. Genco will obtain and subsequently maintain its California Energy Commission (“CEC...
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. IN NO EVENT WILL FGC BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE PURCHASE ORDER (INCLUDING LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE), HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT, BREACH OF WARRANTY OR IN TORT, INCLUDING NEGLIGENCE, AND EVEN IF FGC HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE. Supplier will be responsible for the full extent of its own liability arising from: (a) death or personal injury or property damage resulting from the Supplier's acts or omissions; (b) breach of confidentiality and data protection obligations set forth in the PO; and (c) indemnification obligations set forth in the PO.
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. EXCEPT AS PROVIDED IN SECTION 1.6, SECTION 6.3 AND SECTION 9, HEREIN, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL LOSSES OR DAMAGES, INCLUDING BUT NOT LIMITED TO, ANY CLAIM FOR DAMAGES BASED UPON LOSS OF PROFITS. IN ADDITION, IN NO EVENT SHALL IGI'S LIABILITY TO IMX EXCEED THE TOTAL NET PRICE PAID TO IGI BY IMX FOR PRODUCTS SUPPLIED TO IMX. THE FOREGOING ALLOCATION OF RISKS IS REFLECTED IN THE PRICE OF THE PRODUCTS.
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL LOSSES OR DAMAGES, INCLUDING BUT NOT LIMITED TO, ANY CLAIM FOR DAMAGES BASED UPON LOSS OF PROFITS. IN ADDITION, IN NO EVENT SHALL IGI'S LIABILITY TO GW EXCEED THE TOTAL NET PRICE (INCLUDING ROYALTIES AND SALES MILESTONE PAYMENTS) PAID TO IGI BY GW FOR PRODUCTS SUPPLIED TO GW. THE FOREGOING ALLOCATION OF RISKS IS REFLECTED IN THE PRICE OF THE PRODUCTS.
LIMITATION OF LIABILITY AND WAIVER OF CONSEQUENTIAL DAMAGES. Buyer’s liability for all claims of any kind, or for any damage arising out of or in connection with or resulting from this Agreement, or from the performance or breach thereof, shall in no case exceed the total price of the Products ordered by the Buyer under this Agreement in the twelve (12) month period immediately preceding the event from which the claim arose. IN NO EVENT SHALL BUYER, ITS OFFICERS, DIRECTORS, AFFILIATES OR EMPLOYEES, BE LIABLE TO SELLER OR ANY OTHER PERSON FOR ANY LOSS OF PROFITS OR DAMAGES TO BUSINESS REPUTATION, IN EACH CASE WHETHER DIRECT OR INDIRECT, OR ANY OTHER SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS OR DAMAGES TO BUSINESS REPUTATION HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN AN ACTION FOR CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
