Supplier’s limitation of Liability. (Clause 36.2.1 of the Call Off Terms); [In Clause 36.
2.1 of the Call Off Terms] [OR] [The wording “ten million pounds (£10,000,000) or a sum equal to one hundred and fifty per cent (150%)” in Clause 36.2.1(b)(i) shall be amended to: [ ]] [The wording “ten million pounds (£10,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 36.2.1(b)(ii) shall be amended to [ ]] [The wording “ten million pounds (£10,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 36.2.1(b)(iii) shall be amended to [ ]] Guidance Note: consider Clause 36 (Liability) and confirm the Supplier’s financial limits of liability. Consider whether the default limits to the Supplier’s liability in Clause 36.
2.1 are appropriate for the Call Off Contract and represent the right apportionment of risk between the Customer and the Supplier. The aim should be to establish liability ceilings reflecting a combination of the best estimate by the Customer of the losses that it (and any other associated bodies) might suffer in the event of a Default by the Supplier, the likelihood of those losses occurring and the value for money considerations in limiting liability.
Supplier’s limitation of Liability. (Clause 39.2.1 of the Call Off Terms); [In Clause 39.
2.1 of the Call Off Terms] [OR] [The wording “ten million pounds (£10,000,000) or a sum equal to one hundred and fifty per cent (150%)” in Clause 39.2.1(b)(i) shall be amended to: [ ]] [The wording “ten million pounds (£10,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 39.2.1(b)(ii) shall be amended to [ ]] [The wording “ten million pounds (£10,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 39.2.1(b)(iii) shall be amended to [ ]] Guidance Note: consider Clause 39 (Liability) and confirm the Supplier’s financial limits of liability. Consider whether the default limits to the Supplier’s liability in Clause 39.2.1 are appropriate for the Call Off Contract and represent the right apportionment of risk between the Customer and the Supplier. The aim should be to establish liability ceilings reflecting a combination of the best estimate by the Customer of the losses that it (and any other associated bodies) might suffer in the event of a Default by the Supplier, the likelihood of those losses occurring and the value for money considerations in limiting liability.
Supplier’s limitation of Liability. (Clause 36.2.1 of the Contract Terms); [In Clause 36.
2.1 of the Contract Terms] [OR] [The wording “ten million pounds (£10,000,000) or a sum equal to one hundred and fifty per cent (150%)” in Clause 36.2.1(b)(i) shall be amended to: [ ]] [The wording “ten million pounds (£10,000,000) in each such Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 36.2.1(b)(ii) shall be amended to [ ]] [The wording “ten million pounds (£10,000,000) in each such Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 36.2.1(b)(iii) shall be amended to [ ]] Guidance Note: consider Clause 36 (Liability) and confirm the Suppliers financial limits of liability. Consider whether the default limits to the Suppliers liability in Clause 36.2.1 are appropriate for the Contract and represent the right apportionment of risk between the Customer and the Supplier. The aim should be to establish liability ceilings reflecting a combination of the best estimate by the Customer of the losses that it (and any other associated bodies) might suffer in the event of a Default by the Supplier, the likelihood of those losses occurring and the value for money considerations in limiting liability.
Supplier’s limitation of Liability. (Clause 47.2.1 of the Call Off Terms); [In Clause 47.
2.1 of the Call Off Terms] [OR] [The wording “ten million pounds (£10,000,000) or a sum equal to one hundred and fifty per cent (150%)” in Clause 47.2.1(e) shall be amended to: [ ]] [The wording “ten million pounds (£10,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 47.2.1
Supplier’s limitation of Liability. (Clause 36.2.1 of the Call Off Terms); 36.2.1(b) of the Call Off Terms shall be amended as follows: 36.2.1(b) in respect of all other Losses incurred by the Customer under or in connection with this Call Off Contract as a result of Defaults by the Supplier shall in no event exceed: (i) in relation to any Defaults occurring from the Call Off Commencement Date to the end of the first Call Off Contract Year, the higher of i) £6,000,000 and ii) a sum equal to one hundred per cent (100%) of the Estimated Year 1 Call Off Contract Charges; (ii) in relation to any Defaults occurring in each subsequent Call Off Contract Year that commences during the remainder of the Call Off Contract Period, the higher of i) £6,000,000 and ii) a sum equal to one hundred percent (100%) of the Call Off Contract Charges payable to the Supplier under this Call Off Contract in the previous Call Off Contract Year (unless otherwise agreed in any variation to extend the Call Off Contract Period); and (iii) in relation to any Defaults occurring in each Call Off Contract Year that commences after the end of the Call Off Contract Period, a sum equal to the higher of i) £6,000,000 and ii) one hundred percent (100%) of the Call Off Contract Charges payable to the Supplier under this Call Off Contract in the last Call Off Contract Year commencing during the Call Off Contract Period (unless otherwise agreed in any variation to extend the Call Off Contract Period); (iv) in relation to liability arising from Default arising from breach of clause 34.3 (Confidentiality) or Default arising from breach of clause 34.5 (Protection of Personal Data), the higher of twenty million pounds (£20,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%) of the Call Off Contract Charges payable to the Supplier under this Call Off Contract in the last Call Off Contract Year commencing during the Call Off Contract Period, notwithstanding any other limitation in this clause 36.2.1(b);
Supplier’s limitation of Liability. (Clause 36.2.1 of the Call Off Terms); Clauses 36.2.1 (b) (i) to (iv) of the Call Off Terms are deleted and replaced with Clauses 36.2.1 (b) (i) to (v) as follows; (b) In respect of Losses incurred by the Supplier or the Customer in connection with this Call Off Contract and subject to Clause 36.1: (i) and Clause 36.2.1 (b)(v), where a call centre agent commits an action of negligence the conduct of the Services which results in a Physical Person bringing a claim against the Supplier or the Customer, the Customer shall indemnify the Supplier against the Supplier’s reasonable costs, claims, damages, and reasonable expenses which in total exceed £10,000 (ten thousand pounds) for each claim; and (ii) the Supplier’s maximum aggregate liability under Clause 36.2.1(b)(i) is limited to £5,000,0000 (five million pounds), beyond which the Customer will indemnify the Supplier and its Sub-contractors; and (iii) in relation to any Defaults the Supplier’s maximum aggregate liability is limited to £5,000,000 (five million pounds); (iv) the Supplier’s maximum aggregate liability arising from Default arising from breach of clause 34.3 (Confidentiality) or Default arising from breach of clause 34.5 (Protection of Personal Data) is limited to £20,000,000 (twenty million pounds) notwithstanding any other limitation in this Clause 36.2.1(b); (v) the Customer’s indemnity to the Supplier in Clause 36.2.1 (b)(i) and (ii) is effective only if the relevant claim has been made notwithstanding the Supplier’s compliance in all material aspects with: a. its obligations set out in this Call Off Contract; and b. any written instructions, directions or requirements issued by the Customer to the Supplier from time to time in connection with the Services or the Call Off Contract. Sub-clauses 36.2.2 (a), (b) and (c) are removed and replaced with sub-clause (a) as follows: (a) in relation to any Customer Causes occurring during the Call Off Contract Period a sum equal to the lower of £10,000,000 (ten million pounds) or 100% of the Call Off Contract Charges payable to the Supplier under this Call Off Contract in the Call Off Contract Period.
Supplier’s limitation of Liability. (Clause 36.2.1 of the Call Off Terms); [In Clause 36.
2.1 of the Call Off Terms] [OR] [The wording “one million pounds (£1,000,000) or a sum equal to one hundred and fifty per cent (150%)” in Clause 36.2.1(b)(i) shall be amended to: [ ]] [The wording “one million pounds (£1,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 36.2.1(ii) shall be amended to [ ]] [The wording “one million pounds (£1,000,000) in each such Call Off Contract Year or a sum equal to one hundred and fifty percent (150%)” in Clause 36.2.1 (b)(iii) shall be amended to [ ]] Guidance Note: consider
Supplier’s limitation of Liability. (Clause 36.2.1 of the Call Off Terms); [In Clause 36.2.1 of the Call Off Terms] [OR] [The sum of “ten million pounds (£10,000,000)” in Clause 36.2.1(b)(i) shall be amended to: [ ]] [The sum of “ten million pounds (£10,000,000)” in Clause 36.2.1(b)(ii) shall be amended to [ ]] [The sum of “ten million pounds (£10,000,000)” in Clause 36.2.1(b)(iii) shall be amended to [ ]] Guidance Note: consider Clause 36 (Liability) and confirm the Supplier’s financial limits of liability. Consider whether the default limits to the Supplier’s liability in Clause 36.2.1 (Financial Limits) are appropriate for the Call Off Contract and represent the right apportionment of risk between the Contracting Authority and the Supplier. The aim should be to establish liability ceilings reflecting a combination of the best estimate by the Contracting Authority of the losses that it (and any other associated bodies) might suffer in the event of a Default by the Supplier, the likelihood of those losses occurring and the value for money considerations in limiting liability.
Supplier’s limitation of Liability. Except for SUPPLIER’s indemnification obligations, supplier’s breach of confidentiality obligations, supplier’s breach of data security obligations or supplier’s gross negligence or intentional misconduct, any direct damages for which SUPPLIER may become liable to VF with respect to an applicable PURCHASE ORDER or these Ts&Cs, for any cause whatsoever regardless of the form or the action or the theory of recovery will be limited in the aggregate to the greater of (a) three (3) times the total amount of fees payable to SUPPLIER under the relevant PURCHASE ORDER or (b) the amount of coverages required under the insurance provisions of the relevant PURCHASE ORDER and/or these Ts&Cs;
