Common use of Remedies and Liabilities Clause in Contracts

Remedies and Liabilities. 4.1. The Client agrees to give Green Element a reasonable opportunity to remedy any failure or shortcoming in the provision by Green Element of the Services or deliverables comprised in the Project to the Client. Green Element undertakes, at its expense, to use all commercially reasonable efforts to implement such remedy as soon as reasonably practicable after any such failure or shortcoming is identified and reported to it by the Client in writing. 4.2. In respect of any liability which is not within the scope of paragraph 4.3 or in relation to any infringement of third party intellectual property rights, each party’s total liability under or in connection with the Project (whether in contract, tort (including negligence) or otherwise) shall not exceed in aggregate twice the total fees paid or payable to Green Element in respect of the Project. This cap on liability shall not apply to breach of Clauses 3 (Confidentiality), Clause 5 (Intellectual Property Rights) or 15 (Data Protection) or for breach of any third party’s intellectual property rights. 4.3. Neither party shall be liable (whether in contract, tort (including negligence) or otherwise) for any indirect, incidental, punitive or consequential loss, damage, cost or expense whatsoever. 4.4. Neither party will be liable for any loss, damage, cost or expense whatsoever and howsoever caused arising from any fraudulent or unauthorised act or statement, misrepresentation or default on the part of the other party, its directors, employees, agents and other contractors. 4.5. The express obligations and warranties made by either party in the Engagement Letter and these Terms and Conditions are in place of and to the exclusion (to the fullest extent permitted by law) of any other warranty, condition, term or undertaking of any kind, express or implied, statutory or otherwise, including (without limitation) as to the condition, performance, fitness for purpose or satisfactory quality of the Project or any part thereof. 4.6. Green Element does not give any guarantee of any specific results from the results of the Project. Without prejudice to the foregoing, Green Element does not guarantee that the Client or its business or any Group Company will make any monetary savings, will be more profitable or successful or be able to avoid any government taxes or penalties in any particular jurisdiction. 4.7. The allocations of liability in these Terms and Conditions represent the agreed and negotiated understanding of the parties and Green Element’s charges for Services reflect such allocations. 4.8. This Clause will survive termination of the Agreement for any reason.

Remedies and Liabilities. 4.1. The Client agrees to give Green Element a reasonable opportunity to remedy any failure or shortcoming in the provision by Green Element of the Services or deliverables comprised in the Project to the Client. Green Element undertakes, at its expense, to use all commercially reasonable efforts to implement such remedy as soon as reasonably practicable after any such failure or shortcoming is identified and reported to it by the Client in writing. 4.2. In respect of any liability which is not within the scope of paragraph 4.3 or in relation to any infringement of third party intellectual property rights, each party’s total liability under or in connection with the Project (whether in contract, tort (including negligence) or otherwise) shall not exceed in aggregate twice the total fees paid or payable to Green Element in respect of the Project. This cap on liability shall not apply to breach of Clauses 3 (Confidentiality), Clause 5 (Intellectual Property Rights) or 15 (Data Protection) or for breach of any third party’s intellectual property rights. 4.3. Neither party shall be liable (whether in contract, tort (including negligence) or otherwise) for any indirect, incidental, punitive or consequential loss, damage, cost or expense whatsoever. 4.4. Neither party will be liable for any loss, damage, cost or expense whatsoever and howsoever caused arising from any fraudulent or unauthorised act or statement, misrepresentation or default on the part of the other party, its directors, employees, agents and other contractors. 4.5. The express obligations and warranties made by either party in the Engagement Letter and these Terms and Conditions are in place of and to the exclusion (to the fullest extent permitted by law) of any other warranty, condition, term or undertaking of any kind, express or implied, statutory or otherwise, including (without limitation) as to the condition, performance, fitness for purpose or satisfactory quality of the Project or any part thereof. 4.6. Green Element does not give any guarantee of any specific results from the results of the Project. Without prejudice to the foregoing, Green Element does not guarantee that the Client or its business or any Group Company will make any monetary savings, will be more profitable or successful or be able to avoid any government taxes or penalties in any particular jurisdiction. 4.7. The allocations of liability in these Terms and Conditions represent the agreed and negotiated understanding of the parties and Green Element’s charges for Services reflect such allocations. 4.8. This Clause will survive termination of the Agreement for any reason.