Special Claims definition

Special Claims means (i) any breach by Ironclad of Section 2(e) (Customer Data), Section 2(f) (Information Security), or Section 5 (Confidentiality) resulting in unauthorized disclosure and misuse of Customer Data; or (ii) any amounts payable to third parties pursuant to Ironclad’s Data Indemnity obligations under Section 8(a)(ii). For any and all Special Claims, Ironclad’s aggregate liability shall be subject to an enhanced liability cap not to exceed ten times (10x) the amount paid by Customer to Ironclad during the twelve months prior to the event giving rise to liability (the “Enhanced Liability Cap”).

Special Claims means any Known Claims, Appraisal Claims, Tax Claims, Fiduciary Duty Claims, Transaction Cost Claims, Intellectual Property Claims and claims relating to a breach of Special Representations.

Special Claims has the meaning set forth in Section 10.3(b).

Examples of Special Claims in a sentence

• Except for Excluded Claims or Special Claims, each party’s (and its suppliers’) entire liability arising out of or related to this Agreement will not exceed in aggregate the amounts paid or payable by Customer to First AML during the prior 12 months under this Agreement (“General Liability Cap”).

• For any and all Special Claims, First AML’s aggregate liability will not exceed two times (2x) the General Liability Cap.

• Except for Excluded Claims or Special Claims, neither party (nor its suppliers) will have any liability arising out of or related to this Agreement for any loss of use, lost data, lost profits, failure of security mechanisms, interruption of business or any indirect, special, incidental, reliance or consequential damages of any kind, even if informed of their possibility in advance.

More Definitions of Special Claims

Special Claims shall have the meaning set forth in Section 8.3(b).

Special Claims has the meaning provided therefor in Section 12.01 of this -------------- Agreement.

Special Claims means any unauthorised disclosure of Customer Data caused by a breach by First AML of its obligations under Section 4.2 (Security).

Special Claims shall include claims with respect to any Losses resulting from a breach of any Fundamental Representations or resulting from a matter referred to in Section 10.2(a)(ii), Section 10.2(a)(iii), Section 10.2(a)(iv), Section 10.2(a)(v) (to the extent relating to any of the foregoing breaches or matters) or Section 10.2(b)(ii).

Special Claims. MEANS: (I) ANY BREACH BY TESSIAN OF SECTION 2 AND/OR 6 RESULTING IN UNAUTHORIZED DISCLOSURE OR MISUSE OF CUSTOMER DATA; (II) ANY AMOUNTS PAYABLE TO THIRD PARTIES OR CUSTOMER PURSUANT TO TESSIAN’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 8.

Special Claims is defined in SECTION 8.6(b).

Special Claims shall have the meaning set forth in Section 8.4 of this Agreement.