Common use of PARTY LIABILITY Clause in Contracts

PARTY LIABILITY. As between parties to this Agreement: Each party shall be responsible for its own acts and omissions and not for the acts or omissions of any other party. In circumstances involving harm to other parties caused by the acts or omissions of individuals who access Health Data or Proprietary Information through the Network or by use of any password, identifier, or log-on received or obtained directly or indirectly, lawfully or unlawfully, from Vendor, the Participant or any of the Participant Users, each party shall be responsible for such harm to the extent that the individual’s access was caused by the party’s breach of the Agreement or its negligent conduct for which there is a civil remedy under Applicable Law. Notwithstanding any provision in this Agreement to the contrary, the party shall not be liable for any act or omission if a cause of action for such act or omission is otherwise prohibited by Applicable Law. This section shall not be construed as a hold harmless or indemnification provision. To the extent that a Participant is prohibited, by Applicable Law, from being subject to the liability outlined in this Section 14(a) (Party Liability), it shall be exempt from this Section 14(a)(Party Liability). If the Participant is an agency of the State of Florida or otherwise enjoys sovereign immunity (a “State Participant”), the limitations on tort claims as set forth in Section 768.28, Florida Statutes, shall apply to all tort-related claims, including without limitations, all claims that the State Participant may be required to defend under the indemnification provisions of this Agreement. The Parties to this Agreement expressly agree that any State Participant’s execution of the Agreement, including any indemnification obligations that may be contained in this Agreement, shall not constitute a waiver of sovereign immunity, and that the entire extent of the State Participant’s liability shall not exceed the limitations on tort claims set forth in Section 768.28, Florida Statutes.