LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. CSG’S OBLIGATIONS IN SECTION IV.E. ABOVE WITH RESPECT TO DEFENDING CUSTOMER AGAINST DRM SERVICE CLAIMS IN THE INCLUDED JURISDICTIONS ARE UNCAPPED AND NOT SUBJECT TO THE FOLLOWING LIMITATION. CUSTOMER AGREES THAT, EXCEPT AS OTHERWISE PROVIDED IN SECTION IV.E., TOTAL, CUMULATIVE LIABILITY OF CSG AND ITS AFFILIATES, WHETHER IN CONTRACT (INCLUDING ANY PROVISION OF THIS SCHEDULE F), TORT, OR OTHERWISE, WITH RESPECT TO THE DRM SERVICE SHALL NOT EXCEED THE GREATER OF (I) XXX XXXXXXX XXXXXXXX XXXXXX XXXXXX DOLLARS (US$100,000); AND (II) FIFTEEN PERCENT (15%) OF ALL AMOUNTS PAID BY CUSTOMER TO CSG UNDER THIS SCHEDULE F AS OF THE DATE THE CLAIM IS SUBMITTED TO CSG. EXCEPT FOR CUSTOMER’S ABILITY TO TERMINATE THIS SCHEDULE F AND THE DRM SERVICE TERM, CUSTOMER’S EXCLUSIVE REMEDY FOR ANY BREACH OF THIS SCHEDULE F BY CSG OR A CSG AFFILIATE WILL BE THE RECOVERY OF DAMAGES INCURRED, LIMITED TO THE FOREGOING AMOUNT. CSG’S OBLIGATIONS IN SECTION IV.E. WITH RESPECT TO THE PAYMENT OF ADVERSE FINAL JUDGMENTS (OR SETTLEMENTS TO WHICH CSG CONSENTS) IN CONNECTION WITH DRM SERVICE CLAIMS, AS WELL AS CSG’S OBLIGATIONS WITH RESPECT TO DEFENDING CUSTOMER AGAINST DRM SERVICE CLAIMS OUTSIDE THE INCLUDED JURISDICTIONS, ARE SUBJECT TO THE LIMITATION OF LIABILITY IN THIS SECTION, HOWEVER CSG’S OBLIGATIONS IN SECTION IV.E. WITH RESPECT TO DEFENDING CUSTOMER AGAINST DRM SERVICE CLAIMS IN THE INCLUDED JURISDICTIONS ARE NOT SUBJECT TO THE LIMITATIONS OF LIABILITY IN THE PARAGRAPH IMMEDIATELY ABOVE. EXCEPT WITH RESPECT TO AMOUNTS PAYABLE TO THIRD PARTIES IN CONNECTION WITH CSG’S INDEMNITY OBLIGATIONS UNDER SECTION IV.E., IN NO EVENT WILL CSG, OR ITS AFFILIATES, OR CUSTOMER OR ITS AFFILIATES BE LIABLE TO EACH OTHER OR TO ANY THIRD PARTY FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, LOST PROFITS, LOST REVENUE, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE SUBJECT MATTER OF THIS SCHEDULE F AND THE DRM SERVICE. THE FOREGOING EXCLUSION AND LIABILITY LIMITATIONS APPLY EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES, EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT OR PRODUCT LIABILITY, AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. The Email Care Services provided by CSG to Customer under an applicable Service Order shall be as prescribed by this Schedule G. Customer specifically acknowledges that the Email Care Services are not Content Direct Services, and will be provided by CSG’s third party service provider (the “Third ...
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. Each Seller’s aggregate liability in respect of all claims against it under or in connection with the terms of this Agreement shall not exceed the value of the Aggregate Consideration (received by such Seller) at the time of issuance pursuant to the terms and conditions hereof. With respect to each Seller, the Purchaser’s aggregate liability for the benefit of such Seller in respect of all claims against the Purchaser under or in connection with the terms of this Agreement shall not exceed the Aggregate Consideration (received by such Seller) at the time of issuance pursuant to the terms and conditions hereof. The Parties agree that, in the event the Closing occurs, with respect to PLK only, the remedies provided for in this Article VII shall be the Purchaser’s sole and exclusive remedies for any breach of the representations and warranties provided by PLK under this Agreement or any claims against PLK relating to this Agreement, other documents, certificates, agreements delivered in connection with this Agreement, the Company, or any Law or otherwise.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. IN NO EVENT WILL THE EXPERT GRAPH LLC PARTIES BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS USER AGREEMENT OR YOUR USE OF THE SITE, THE APPLICATIONS OR THE CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. VIRTUALSCADA will not be liable to Customer under this Agreement, whether in contract, in tort (including negligence) under any warranty or otherwise for any special, indirect, incidental or consequential loss or damage, or loss of profits or revenues even if VIRTUALSCADA has been advised of the possibilities of such damages. The remedies set forth in Sections 6 and 7 of this Agreement are exclusive and VIRTUALSCADA's liability for damages to the Customer for any cause whatsoever, including performance or non-performance by VIRTUALSCADA or Products provided hereunder, regardless of the form of the action, under any warranty or otherwise will be limited to the remedies provided therein.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. (a) Be will have no liability under Section 10.1 for any infringement claim based upon: (i) the[*]not listed in this Agreement;(ii) componets or software which were not manufactured by Be; and (iii) any[*].
(b) SECTIONS 10.1 AND 10.2 STATE Be'S ENTIRE OBLIGATION AND LIABILITY WITH RESPECT TO ANY CLAIMS OF PATENT, COPYRIGHT OR OTHER PROPRIETARY RIGHT INFRINGEMENT.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. IN NO EVENT WILL THE PAPER DIGEST PARTIES BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS USER AGREEMENT OR YOUR USE OF THE SITE, THE APPLICATIONS OR THE CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR (D) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. Limitation of liability will be handled in accordance to Appendix A, Section 10K of DIR Contract No. DIR-TSO-3631.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. (a) Notwithstanding anything to the contrary herein, in no event shall any Shareholder's obligation to indemnify the Company and/or XOOM exceed the lesser of (A) the amount equal to such Shareholder's pro rata allocation of $1,977,500, or (B) the sum of the fair market value of the XOOM common shares received by such Shareholder together with such Shareholder's pro rata share of any unpaid cash consideration set forth in Section 2.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. EXCEPT FOR A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS AS OUTLINED IN SECTION 3 (CONFIDENTIAL INFORMATION), INTENTIONAL MISCONDUCT, GROSS NEGLIGENCE OR A PARTY’S INDEMNIFICATION OBLIGATIONS AS SET FORTH IN SECTION 6 (INDEMNIFICATION), EACH PARTY’S ENTIRE LIABILITY FOR ANY DAMAGES WHICH MAY ARISE HEREUNDER OR RELATED HERETO, FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT, INCLUDING NEGLIGENCE, OR OTHERWISE, SHALL BE LIMITED TO MONEY DAMAGES IN AN AMOUNT EQUAL TO THE LESSER OF (A) ACTUAL DIRECT DAMAGES, OR (B) THE TOTAL PRICE PAID OR PAYABLE BY CLIENT TO CONSULTANT FOR SERVICES AND DELIVERABLES DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTHS PRIOR TO THE APPLICABLE CLAIM. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF BUSINESS OR PROSPECTIVE BUSINESS OPPORTUNITIES, PROFITS, SAVINGS, INFORMATION, USE OR OTHER COMMERCIAL OR ECONOMIC LOSS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PROVISIONS OF THIS SECTION 5 (LIMITATION OF LIABILITY; EXCLUSIVE REMEDY) SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THIS AGREEMENT AND ANY SOW.
LIMITATION OF LIABILITY; EXCLUSIVE REMEDY. IN THE EVENT OF ANY INTERRUPTION, GRANICUS’S SOLE OBLIGATION, AND CITY’S EXCLUSIVE REMEDY, SHALL BE FOR GRANICUS TO USE COMMERCIALLY REASONABLE EFFORTS TO RESTORE ACCESS AS SOON AS REASONABLY POSSIBLE. THIS HARDWARE EXHIBIT is entered into by Granicus and City, as an attachment to the Service Agreement between Granicus and City, for the use of the hardware components of the Granicus Solution (the “Hardware”) by Granicus to City. This exhibit is an additional part of the Service Agreement and is incorporated therein by reference. This exhibit does not change any term of the Service Agreement except to the extent it is contrary to the Service Agreement. Capitalized terms used but not defined in this exhibit have the meanings given in the Service Agreement.
