Waiver of Consequential Sample Clauses

Waiver of Consequential. DAMAGESTo the extent the agreement between the Owner and the Contractor provides for a mutual waiver of consequential damages by the Owner and the Contractor, the Contractor and the Services Subcontractor waive claims against each other for any consequential damages that may arise out of or relate to this Agreement. Similarly, the Services Subcontractor shall obtain from its consultants and contractors mutual waivers of consequential damages that correspond to the Services Subcontractor’s waiver of consequential damages herein. To the extent applicable, this mutual waiver applies to consequential damages due to termination by the Contractor or the Owner in accordance with this Agreement or the agreement between the Owner and the C o n t r a c t o r .
Sample 1
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Waiver of Consequential. Damages Mutual waiver from consequential, incidental, special and indirect damages and including each party’s subcontractors. Incentive Bonus Shall be agreed later for schedule, heat rate and output. Indemnities Contractor shall indemnify and hold harmless Owner from: Third party personal injury to the extent caused by negligent, tortuous acts or omissions of Contractor, subcontractors or their agents, and employees, during performance of the Work Third party property damage to the extent caused by negligent, tortious acts or omissions of Contractor, subcontractors or their agents, and employees, during performance of the Work Patent Infringement arising from Contractor’s Work Taxes that it is responsible for under the EPC Agreement. Hazardous materials brought to Site by Contractor or Contractor’s subcontractors Government fines and penalties associated with noncompliance with laws by Contractor or Contractor’s subcontractors Owner will provide parallel indemnities to Contractor (except for patent). Warranty Contractor warrants: (i) it will at all times be fully qualified and capable of performing the Work to complete the Facility according with the terms of the EPC Agreement and all Work shall be in accordance with the manufacturer or vendor’s warranty requirements, (ii) the design, engineering, construction and commissioning of the Facility has and will be: (a) carried out using skill, care and diligence expected of experienced professional engineers and constructors in the independent power production industry, (b) in accordance with good modern engineering principles and practices of a standard equivalent to similar US power projects and all codes and standards of the EPC Agreement, and (iii) the Facility including Equipment and other items furnished by Contractor shall be new, of good quality, free from defects in materials and workmanship and shall conform with all applicable laws regarding construction effective at NTP (or INTP, as applicable). The Design Warranty shall be for a period of two (2) years from SC (“Design Warranty Period”). The General Warranty shall extend for a period of one year from SC (“General Warranty Period”) on all Work with a one year re-warranty, not to exceed two years from SC, for any Work replaced or reworked during the Warranty Period. Contractor shall repair or replace all Work, which does not conform to the foregoing warranty at its sole cost and expense and shall have full responsibility for all “in and out” efforts ...
Sample 1
Waiver of Consequential. Damages In no event shall Contractor be liable to Subcontractor for special, indirect, or consequential damages resulting from or arising out of this Subcontract or any applicable Work Order including, without limitation, loss of profits or business interruptions, however they may be caused. Article 15 Agreement 15.1 The PREPA Agreement and all Work Orders described in Article 1 form part of this Subcontract and the whole shall constitute the entire Subcontract between the parties. This Subcontract shall be for the benefit of and binding upon Contractor and Subcontractor and their respective successors and permitted assigns. 18.2 In the event that any term or provision in this Subcontract or in any Work Order attached hereto, is found to be in conflict with any of the terms, provisions, or conditions contained in the PREPA Agreement, the terms, provisions, and conditions of the PREPA Agreement shall control. Article 16 No Liens Subcontractor agrees to pay all claims for labor, materials, services, and supplies furnished by Subcontractor hereunder and agrees to allow no lien or charge to be fixed upon property of Contractor Group or the party for whom Contractor is performing services. Subcontractor agrees to indemnify, protect, defend, and hold Contractor Group and Contractor’s clients harmless from and against all such claims or indebtedness incurred by Subcontractor in connection with the services as provided hereunder, it being agreed that Contractor shall have the right to pay any such claims or indebtedness out of any money due or to become due to Subcontractor hereunder. Notwithstanding the foregoing, Contractor agrees that it will not pay any such claim or indebtedness as long as same is being actively contested by Subcontractor and Subcontractor has taken all actions necessary (including the posting of a bond when appropriate) to protect the property interests of Contractor and any other party affected by such claim or indebtedness. 9 Article 17 Independent Contractor Subcontractor agrees that it is an independent contractor in the performance of any Work under this Subcontractor and any Work Order and that neither it nor its employees shall be considered employees of Contractor. Contractor shall not be responsible for the direct payment of any withholding taxes, social security payments, payments under workmen’s compensation or other insurance premiums, or other charges of any kind, except as specifically stated herein. Subcontractor hereby warran...
Sample 1
Waiver of Consequential. Other Damages In no event will Vendor or Purchaser be liable for any consequential damages for loss of profits, loss of revenue or loss of anticipated business suffered or incurred as a result of any failure to comply with the provisions of the Purchase Order; provided that this limitation shall not apply in respect of any willful or intentional misconduct, fraud, or gross negligence on the part of Vendor, Purchaser or their respective agents, officers, employees or servants.
Sample 1
Waiver of Consequential. Damages In no event shall any Secured Party be liable on any theory of liability for any special, indirect, consequential or punitive damages and each Obligor hereby waives, releases and agrees (for itself and on behalf of its Subsidiaries) not to xxx upon any such claim for any such damages, whether or not accrued and whether or not known or suspected to exist in its favour. 130
Sample 1
Waiver of Consequential. DAMAGES Owner and Contractor agree to waive all claims against each other for any consequential damages that may arise out of or relate to this Agreement. Owner agrees to waive damages including but not limited to Owner's loss of use of the Project, any rental expenses incurred, loss of income, profit or financing related to the Project as well as the loss of business, loss of financing, principal office overhead and expenses, loss of profits not related to this Project, or loss of reputation. Contractor agrees to waive damages including but not limited to loss of business, loss of financing, principal office overhead and expenses, loss of profits not related to this Project, loss of bonding capacity or loss of reputation. This Paragraph shall not be construed to preclude contractual provisions for liquidated damages when such provisions relate to direct damages only. The provisions of this Paragraph shall also apply to the termination of this Agreement and shall survive such termination.
Sample 1
Waiver of Consequential and Punitive Damages FOR THE AVOIDANCE OF DOUBT, EACH PARTY HEREBY EXPRESSLY DISCLAIMS, WAIVES AND RELEASES THE OTHER PARTY FROM ITS OWN SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, INCIDENTAL, AND INDIRECT DAMAGES (INCLUDING LOSS OF, DAMAGE TO OR DELAY IN PROFIT, REVENUE OR PRODUCTION) RELATING TO, ASSOCIATED WITH, OR ARISING OUT OF THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY. NO LAW, THEORY, OR PUBLIC POLICY SHALL BE GIVEN EFFECT WHICH WOULD UNDERMINE, DIMINISH, OR REDUCE THE EFFECTIVENESS OF THE FOREGOING WAIVER, IT BEING THE EXPRESS INTENT, UNDERSTANDING, AND AGREEMENT OF THE PARTIES THAT SUCH DAMAGE WAIVER IS TO BE GIVEN THE FULLEST EFFECT, NOTWITHSTANDING THE NEGLIGENCE (WHETHER SOLE, JOINT OR CONCURRENT), GROSS NEGLIGENCE, WILLFUL MISCONDUCT, STRICT LIABILITY OR OTHER LEGAL FAULT OF ANY PARTY. 3.8 Default In the event either Party fails to timely perform its obligations hereunder (a ”Defaulting Party”), the other Party (“Non-Defaulting Party”) shall give written notice to the Defaulting Party describing in reasonable detail the event of default (a “Default Notice”). The Defaulting Party shall then have five business days from receipt of the Default Notice to cure any alleged default. If the Defaulting Party fails to cure the alleged default during such cure period, the Non-Defaulting Party may then pursue whatever remedies are available to it hereunder. 3.8
Sample 1
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Related to Waiver of Consequential

  • Waiver of Consequential Damages To the fullest extent permitted by applicable Law, the Borrower shall not assert, and hereby waives, any claim against any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement, any other Loan Document, the Related Documents or any agreement or instrument contemplated hereby or thereby, the transactions contemplated hereby or thereby, any Term Loan or the use of the proceeds thereof. No Indemnitee referred to in subsection (b) above shall be liable for any damages arising from the use by unintended recipients of any information or other materials distributed by it through telecommunications, electronic or other information transmission systems in connection with this Agreement or the other Loan Documents, the Related Documents or the transactions contemplated hereby or thereby other than for direct or actual damages resulting from the gross negligence or willful misconduct of such Indemnitee as determined by a final and nonappealable judgment of a court of competent jurisdiction.

  • Waiver of Consequential Damages, Etc To the fullest extent permitted by applicable law, the Borrower shall not assert, and hereby waives, any claim against any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement, any other Loan Document or any agreement or instrument contemplated hereby, the transactions contemplated hereby or thereby, any Loan or Letter of Credit or the use of the proceeds thereof. No Indemnitee referred to in subsection (b) above shall be liable for any damages arising from the use by unintended recipients of any information or other materials distributed to such unintended recipients by such Indemnitee through telecommunications, electronic or other information transmission systems in connection with this Agreement or the other Loan Documents or the transactions contemplated hereby or thereby other than for direct or actual damages resulting from the gross negligence or willful misconduct of such Indemnitee as determined by a final and nonappealable judgment of a court of competent jurisdiction.

  • Disclaimer of Consequential Damages Notwithstanding any provision to the contrary, in no event shall any Party be liable to another Party for any incidental, consequential, special, exemplary or indirect damages, lost business profits or lost data arising out of or in any way related to the Contract Documents.

  • Waiver of Consequential and Other Damages To the fullest extent permitted by applicable law, no Borrower shall assert, and each Borrower hereby waives, any claim against any Indemnitee (as defined below), on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of this Agreement, any other Financing Document or any agreement or instrument contemplated hereby or thereby, the transactions contemplated hereby or thereby, any Loan or the use of the proceeds thereof. No Indemnitee shall be liable for any damages arising from the use by unintended recipients of any information or other materials distributed by it through telecommunications, electronic or other information transmission systems in connection with this Agreement or the other Financing Documents or the transactions contemplated hereby or thereby.

  • Limitation of Consequential Damages EXCEPT FOR (A) THIRD PARTY CLAIMS THAT ARE SUBJECT TO INDEMNIFICATION UNDER THIS ARTICLE 10, (B) CLAIMS ARISING OUT OF A PARTY’S WILLFUL MISCONDUCT OR FRAUD UNDER THIS AGREEMENT, (C) A PARTY’S BREACH OF ARTICLE 4, (D) NOVARTIS’ BREACH OF SECTION 6.5, OR (E) CLAIMS ARISING OUT OF A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS UNDER THIS AGREEMENT, NEITHER PARTY NOR ANY OF ITS AFFILIATES WILL BE LIABLE TO THE OTHER PARTY TO THIS AGREEMENT OR ITS AFFILIATES FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR OTHER INDIRECT DAMAGES OR LOST OR IMPUTED PROFITS OR ROYALTIES, LOST DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER LIABILITY IS ASSERTED IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT PRODUCT LIABILITY), INDEMNITY OR CONTRIBUTION, AND IRRESPECTIVE OF WHETHER THAT PARTY OR ANY REPRESENTATIVE OF THAT PARTY HAS BEEN ADVISED OF, OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF, ANY SUCH LOSS OR DAMAGE.

  • Exclusion of Consequential Damages ‌ Notwithstanding anything contained herein to the contrary, neither Party will be liable under this Agreement or under any cause of action relating to the subject matter of this Agreement for any special, indirect, incidental, punitive, exemplary or consequential damages, including loss of profits, loss of use of any property or claims of customers or contractors of the Parties for any such damages.

  • Waiver of Punitive Damages Notwithstanding anything to the contrary contained in this Agreement, the Borrower hereby agrees that it shall not seek from the Lenders or the Administrative Agent punitive, consequential, or indirect damages relating to any such matters under any theory of liability.

  • Limitation on Consequential Damages NEITHER PARTY WILL HAVE ANY OBLIGATION OR LIABILITY (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), REPRESENTATION, STRICT LIABILITY OR PRODUCT LIABILITY), FOR COVER OR FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, MULTIPLIED, PUNITIVE, SPECIAL, OR EXEMPLARY DAMAGES OR LOSS OF REVENUE, PROFIT, SAVINGS OR BUSINESS ARISING FROM OR OTHERWISE RELATED TO THIS AGREEMENT, EVEN IF A PARTY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES ACKNOWLEDGE THAT THESE EXCLUSIONS OF POTENTIAL DAMAGES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.

  • LIMITATION ON LIABILITY; WAIVER OF PUNITIVE DAMAGES EACH OF THE PARTIES HERETO, INCLUDING BANK BY ACCEPTANCE HEREOF, AGREES THAT IN ANY JUDICIAL, MEDIATION OR ARBITRATION PROCEEDING OR ANY CLAIM OR CONTROVERSY BETWEEN OR AMONG THEM THAT MAY ARISE OUT OF OR BE IN ANY WAY CONNECTED WITH THIS AGREEMENT, THE LOAN DOCUMENTS OR ANY OTHER AGREEMENT OR DOCUMENT BETWEEN OR AMONG THEM OR THE OBLIGATIONS EVIDENCED HEREBY OR RELATED HERETO, IN NO EVENT SHALL ANY PARTY HAVE A REMEDY OF, OR BE LIABLE TO THE OTHER FOR, (1) INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR (2) PUNITIVE OR EXEMPLARY DAMAGES. EACH OF THE PARTIES HEREBY EXPRESSLY WAIVES ANY RIGHT OR CLAIM TO PUNITIVE OR EXEMPLARY DAMAGES THEY MAY HAVE OR WHICH MAY ARISE IN THE FUTURE IN CONNECTION WITH ANY SUCH PROCEEDING, CLAIM OR CONTROVERSY, WHETHER THE SAME IS RESOLVED BY ARBITRATION, MEDIATION, JUDICIALLY OR OTHERWISE.

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