Common use of Limitations of Liability and Exclusion of Damages Clause in Contracts

Limitations of Liability and Exclusion of Damages. E-AMC‟S ENTIRE LIABILITY, AND APPRAISER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH E-AMC SHALL BE THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL E-AMC BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOSS OF BUSINESS, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT E-AMC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL e- AMC „S LIABILITY TO APPRAISER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT ACTUALLY PAID BY APPRAISER TO E-AMC HEREUNDER WITHIN THE MOST RECENT 12 MONTH PERIOD PRIOR TO ANY CLAIM. TO THE EXTENT THAT A STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, AS TO THAT STATE OR JURISDICTION E-AMC'S LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY HERETO MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED, EXCEPT THAT AN ACTION FOR NONPAYMENT MAY BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE LAST PAYMENT WAS DUE.

Limitations of Liability and Exclusion of Damages. E-AMC‟S ENTIRE LIABILITY, AND APPRAISER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH E-AMC SHALL BE THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL E-AMC EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOSS OF BUSINESS, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE MOU, THE PS-LSAs, THE MTLA (ONLY WITH RESPECT TO THE PS-LSAs), THE PROJECT ADDENDA, THE MMSA, OR THE NDA, WHETHER OR NOT E-AMC THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THIS EXCLUSION SHALL NOT LIMIT EITHER PARTY’S RIGHT TO BE INDEMNIFIED AS PROVIDED IN SECTION 9 OF THIS AGREEMENT. CONFIDENTIAL TREATMENT REQUESTED: INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND IS NOTED WITH “[REDACTED].” AN UNREDACTED VERSION OF THIS DOCUMENT HAS BEEN FILED SEPERATELY WITH THE SECURITIES AND EXCHANGE COMMISSION KYOCERA MITA/PEERLESS Master Development Agreement CONFIDENTIAL OTHER THAN FOR (1) INDEMNIFICATION UNDER SECTION 9, (2)LIQUIDATED DAMAGES UNDER SECTION 8.5 OF THE MOU, (3)ANY RECURRING LICENSE FEES OR SOURCE CODE FEES ACTUALLY DUE AND PAYABLE TO PEERLESS UNDER THE PS-LSAs BUT WHICH IN FACT HAVE NOT BEEN PAID, OR (4) ANY MAINTENANCE AND SUPPORT FEES OR TIME AND MATERIAL CHARGES ACTUALLY DUE AND PAYABLE TO PEERLESS UNDER THE MMSA BUT WHICH IN FACT HAVE NOT BEEN PAID, IN NO EVENT SHALL e- AMC „S EITHER PARTY’S LIABILITY TO APPRAISER THE OTHER ARISING OUT OF OR IN CONNECTION WITH THE MOU, THE PS-LSAs, THE MTLA (ONLY WITH RESPECT TO THE PS-LSAs), THIS AGREEMENTMDA, THE PROJECT ADDENDA, THE MMSA AND THE NDA, WHETHER IN CONTRACT, TORT TORT, OR OTHERWISE, EXCEED THE AMOUNT ACTUALLY PAID BY APPRAISER TO EU.S. [REDACTED]. For the sake of clarity, nothing in this Section 8 affects any remedies that may be available under any agreements between the parties other than this MDA, the MTLA (with respect to the PS-AMC HEREUNDER WITHIN THE MOST RECENT 12 MONTH PERIOD PRIOR TO ANY CLAIM. TO THE EXTENT THAT A STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGESLSAs), IN SUCH STATES OR JURISDICTIONSthe PS-LSAs, AS TO THAT STATE OR JURISDICTION E-AMC'S LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW. NO ACTIONthe MOU, REGARDLESS OF FORMthe Project Addenda, ARISING OUT OF THE TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY HERETO MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED, EXCEPT THAT AN ACTION FOR NONPAYMENT MAY BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE LAST PAYMENT WAS DUEMMSA or the NDA with respect to the subject matter of those agreements.

Limitations of Liability and Exclusion of Damages. E-AMC‟S AMC’S ENTIRE LIABILITY, AND APPRAISER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH E-AMC SHALL BE THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL E-AMC BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOSS OF BUSINESS, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT E-AMC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL e- AMC „S ‘S LIABILITY TO APPRAISER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT ACTUALLY PAID BY APPRAISER TO E-AMC HEREUNDER WITHIN THE MOST RECENT 12 MONTH PERIOD PRIOR TO ANY CLAIM. TO THE EXTENT THAT A STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, AS TO THAT STATE OR JURISDICTION E-AMC'S LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY HERETO MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED, EXCEPT THAT AN ACTION FOR NONPAYMENT MAY BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE LAST PAYMENT WAS DUE.

Limitations of Liability and Exclusion of Damages. E-AMC‟S FNC'S ENTIRE LIABILITY, AND APPRAISERUSER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH E-AMC FNC AND APPRAISALPORT SHALL BE THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL E-AMC FNC OR APPRAISALPORT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOSS OF BUSINESS, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT E-AMC FNC OR APPRAISALPORT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL e- AMC „S FNC OR APPRAISALPORT'S LIABILITY TO APPRAISER USER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT ACTUALLY PAID BY APPRAISER USER TO E-AMC HEREUNDER WITHIN THE MOST RECENT 12 MONTH PERIOD PRIOR TO ANY CLAIMAPPRAISALPORT HEREUNDER. TO THE EXTENT THAT A STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, AS TO THAT STATE OR JURISDICTION E-AMCAPPRAISALPORT'S AND FNC'S LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY HERETO MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED, EXCEPT THAT AN ACTION FOR NONPAYMENT MAY BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE LAST PAYMENT WAS DUE.

Limitations of Liability and Exclusion of Damages. E-AMC‟S FNC'S ENTIRE LIABILITY, LIABILITY AND APPRAISERSUBSCRIBER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH E-AMC FNC AND APPRAISALPORT SHALL BE THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL E-AMC FNC OR APPRAISALPORT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOSS OF BUSINESS, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT E-AMC FNC OR APPRAISALPORT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL e- AMC „S FNC OR APPRAISALPORT'S LIABILITY TO APPRAISER SUBSCRIBER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT ACTUALLY PAID BY APPRAISER SUBSCRIBER TO E-AMC HEREUNDER WITHIN THE MOST RECENT 12 MONTH PERIOD PRIOR TO ANY CLAIMAPPRAISALPORT HEREUNDER. TO THE EXTENT THAT A STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, AS TO THAT STATE OR JURISDICTION E-AMCAPPRAISALPORT'S AND FNC'S LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY HERETO MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED, EXCEPT THAT AN ACTION FOR NONPAYMENT MAY BE BROUGHT WITHIN ONE YEAR AFTER THE DATE THE LAST PAYMENT WAS DUE.

Limitations of Liability and Exclusion of Damages. E-AMC‟S ENTIRE LIABILITY, AND APPRAISER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH E-AMC SHALL BE THE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL E-AMC PEERLESS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOSS OF BUSINESS, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT E-AMC PEERLESS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL e- AMC „S PEERLESS' LIABILITY TO APPRAISER DPI ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT AMOUNTS ACTUALLY PAID BY APPRAISER DPI TO E-AMC HEREUNDER WITHIN PEERLESS DURING THE MOST RECENT 12 MONTH ONE (1) YEAR PERIOD PRIOR IMMEDIATELY PRECEDING THE TIME THAT THE CAUSE OF ACTION GIVING RISE TO ANY CLAIM. TO THE EXTENT THAT A STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF SUCH LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGESFIRST OCCURS, IN SUCH STATES OR JURISDICTIONS, AS TO THAT STATE OR JURISDICTION E-AMC'S LIABILITY SHALL BE LIMITED TO THE FULL EXTENT PERMITTED BY LAW. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY HERETO MORE THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION HAS ACCRUEDOCCURRED, EXCEPT THAT AN ACTION FOR NONPAYMENT NONPAYMENT, REACH OF THE PROVISIONS OF SECTION 9 HEREOF OR MISAPPROPRIATION OR INFRINGEMENT OF ANY PEERLESS' PROPRIETARY RIGHTS MAY BE BROUGHT AT ANY TIME WITHIN ONE YEAR AFTER THE DATE THE LAST PAYMENT WAS DUEANY APPLICABLE STATUTE OF LIMITATIONS.