No Consequential or Indirect Damages. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIAN OR ANY OF ITS AFFILIATES, AND/OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; (B) WHETHER OR NOT A PROPOSED DEFENDANT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Maximum Liability. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIAN’S OR ANY OF ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO RIVIAN PURSUANT TO THIS AGREEMENT.
Appears in 3 contracts
Samples: Binding Contract to Purchase, Binding Contract to Purchase, Binding Contract to Purchase
No Consequential or Indirect Damages. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIAN OR ANY OF ITS AFFILIATES, AND/OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; (B) WHETHER OR NOT A PROPOSED DEFENDANT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Maximum Liability. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIAN’S OR ANY OF ITS AFFILIATES5,9,$1¶6 25 $1< 2) ,76 $)),/,$7(6 25 7+(,5 5(63(&7, OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO RIVIAN PURSUANT TO THIS AGREEMENT.
Appears in 1 contract
Samples: Binding Contract to Purchase
No Consequential or Indirect Damages. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAWMAY BE EXPLICITLY STATED IN THIS AGREEMENT (INCLUDING BUT NOT LIMITED TO SECTION 11.2), IN NO EVENT SHALL RIVIAN EITHER PARTY OR ANY OF ITS AFFILIATES, AND/OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS REPRESENTATIVES BE LIABLE UNDER THIS AGREEMENT TO YOU THE OTHER PARTY OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES DAMAGES, LOST PROFITS OR REVENUES, OR DIMINUTION IN VALUE, ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH ANY BREACH OF THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; , (B) WHETHER OR NOT A PROPOSED DEFENDANT IT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Maximum Liability. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, THE LIMITATIONS AND EXCLUSIONS OF LIABILITY STATED IN NO EVENT SHALL RIVIANTHIS SECTION WILL NOT APPLY TO LIMIT A PARTY’S LIABILITY TO THE EXTENT SUCH LIABILITY (1) RESULTS FROM THE PARTY’S GROSS NEGLIGENCE OR ANY OF ITS AFFILIATESINTENTIONAL MISCONDUCT, OR THEIR RESPECTIVE OFFICERS(2) RESULTS FROM BODILY INJURY, EMPLOYEESDEATH, LICENSORS AND PARTNERS AGGREGATE LIABILITY ARISING OUT OF OR RELATED DAMAGE TO THIS AGREEMENT, WHETHER ARISING OUT OF REAL OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO RIVIAN PURSUANT TO THIS AGREEMENTTANGIBLE PERSONAL PROPERTY.
Appears in 1 contract
Samples: Lease Agreement
No Consequential or Indirect Damages. EXCEPT AS OTHERWISE PROVIDED NOTWITHSTANDING THE FOREGOING OR ANY OTHER TERM OR PROVISION OF THIS AGREEMENT TO THE CONTRARY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH OF BORROWER AND LENDER AGREES (BUT SOLELY WITH RESPECT TO ANY LEGAL ACTION OR PROCEEDING UNDER SECTIONS 10.12.1 OR 10.12.8) NOT TO ASSERT, AND HEREBY WAIVES, IN NO EVENT SHALL RIVIAN ANY -91- LEGAL ACTION OR OTHER PROCEEDING, ANY CLAIM ON ANY THEORY OF ITS AFFILIATESLIABILITY (WHETHER CONTRACT, AND/TORT, EQUITABLE OR THEIR RESPECTIVE OFFICERSOTHERWISE), EMPLOYEES, LICENSORS AND PARTNERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL(X) SPECIAL, INDIRECT, INCIDENTAL, SPECIALCONSEQUENTIAL, EXEMPLARY, EXPECTATION, EXTRA-CONTRACTUAL PUNITIVE DAMAGES OR ENHANCED OTHER SIMILAR DAMAGES OR (Y) TO THE EXTENT NOT COVERED BY THE PRECEDING CLAUSE (X), LOST PROFITS, FUTURE EARNINGS, MULTIPLES OF EARNINGS, DIMINUTION OF VALUE, OR LOSS OF SYNERGIES OR ANY OTHER LOSSES OR DAMAGES, IN EACH CASE WITH RESPECT TO THE PRECEDING CLAUSES (X) AND (Y), ARISING OUT OF, RELATING TOIN CONNECTION WITH, OR IN CONNECTION WITH AS A RESULT OF, THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; (B) WHETHER ANY OTHER LOAN DOCUMENT OR NOT A PROPOSED DEFENDANT WAS ADVISED ANY AGREEMENT OR INSTRUMENT CONTEMPLATED HEREBY, THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, THE LOAN OR THE USE OF THE POSSIBILITY OF SUCH DAMAGES; PROCEEDS THEREOF. THIS WAIVER SHALL NOT IN ANY WAY LIMIT EITHER PARTY’S RIGHT TO RECOVER THE ENTIRE BALANCE IN THE EXIT ACCOUNT AS AGREED AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Maximum Liability. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIAN’S OR ANY OF ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO RIVIAN PURSUANT TO THIS AGREEMENTSTIPULATED LIQUIDATED DAMAGES FOR MATTERS LITIGATED UNDER SECTION 10.12.8.
Appears in 1 contract
No Consequential or Indirect Damages. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIAN SKYTECHSPORT OR ANY OF ITS AFFILIATES, AND/OR AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; (B) WHETHER OR NOT A PROPOSED DEFENDANT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Maximum Liability. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW, IN NO EVENT SHALL RIVIANSKYTECHSPORT’S OR ANY OF ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO RIVIAN SKYTECHSPORT PURSUANT TO THIS AGREEMENT.
Appears in 1 contract
Samples: Preorder Agreement
No Consequential or Indirect Damages. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAWFOR ORGANIZATION’S OBLIGATIONS TO MAKE PAYMENT UNDER THIS AGREEMENT AND TO INDEMNIFY, DEFEND, AND HOLD HARMLESS UNIVERSITY, IN NO EVENT SHALL RIVIAN OR ANY OF ITS AFFILIATES, AND/OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS EITHER PARTY BE LIABLE UNDER THIS TRANSFER AGREEMENT TO YOU THE OTHER PARTY OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH ANY BREACH OF THIS TRANSFER AGREEMENT, REGARDLESS OF (AI) WHETHER SUCH DAMAGES WERE FORESEEABLE; , (BII) WHETHER OR NOT A PROPOSED DEFENDANT IT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; DAMAGES AND (CIII) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Maximum LiabilityMAXIMUM LIABILITY. EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAWFOR ORGANIZATION’S OBLIGATIONS TO MAKE PAYMENT UNDER THIS TRANSFER AGREEMENT OR TO INDEMNIFY, DEFEND, AND HOLD HARMLESS UNIVERSITY, IN NO EVENT SHALL RIVIANEITHER PARTY’S OR ANY OF ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, LICENSORS AND PARTNERS AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS TRANSFER AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO RIVIAN UNIVERSITY PURSUANT TO THIS AGREEMENTTRANSFER AGREEMENT IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM. MISCELLANEOUS.
Appears in 1 contract
Samples: Transfer Agreement