Cap on Direct Damages. EXCEPT FOR THE EXCLUSIONS IN SEC. 13.3, EACH PARTY’S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING THIS AGREEMENT (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), SHALL BE LIMITED TO PROVEN DIRECT DAMAGES IN AN AMOUNT NOT TO EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES THEN PAID OR PAYABLE BY CUSTOMER TO KION PURSUANT TO THIS AGREEMENT FOR THE SUBSCRIPTION TERM DURING WHICH THE EVENT, ACT OR OMISSION GIVING RISE TO SUCH LIABILITY OCCURRED. THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR PROVEN INEFFECTIVE.
Cap on Direct Damages. Except for a Party’s breach of its confidentiality obligations or such Party’s fraud, gross negligence or intentional misconduct, under no circumstances shall the aggregate liability of such Party, its Affiliates and any of their respective representatives under this Agreement exceed the amount of fees paid and payable to it as Service Provider by the other Party as Service Recipient under the Agreement during the six (6) month period following the Effective Date.
Cap on Direct Damages. NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR TO ANY OTHER PERSON OR ENTITY FOR AN AMOUNT OF DAMAGES IN EXCESS OF THE FEES PAID BY CUSTOMER TO COMPANY FOR THE AFFECTED SERVICES THAT GIVES RISE TO THE CLAIM IN THE SIX (6) FULL CALENDAR MONTHS IMMEDIATELY PRECEDING THE MONTH IN WHICH THE EVENT GIVING RISE TO THE CLAIM OCCURRED.
Cap on Direct Damages. Except as provided in section 9(C)(3) below and except for damages arising out of a party’s indemnification obligations or any other liability which may not be excluded by law, each party’s aggregate liability to the other party arising under or in relation to this Agreement, (other than Customer’s obligation to pay fees) will be limited to two (2) times the amount Customer paid to Provider in the twelve (12) months preceding the date the Claim giving rise to such liability arises.
Cap on Direct Damages. (a) IN NO EVENT WILL HCENTIVE OR OPTUM, OR THEIR RESPECTIVE AFFILIATES, AND THE PERSONNEL OF EACH, BE LIABLE TO THE OTHER IN AN AMOUNT GREATER THAN $5,000,000 OR THE AMOUNTS PAID TO HCENTIVE UNDER THIS AGREEMENT, WHICHEVER IS GREATER, REGARDLESS OF WHETHER SUCH CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND PRODUCT LIABILITY) OR OTHERWISE, EXCEPT WITH RESPECT TO INDEMNIFICATION OBLIGATIONS UNDER SECTION 8.1(a), (b), (c), and (d).
Cap on Direct Damages. EXCEPT AS SET FORTH BELOW IN SECTION 10.3, EACH PARTY’S TOTAL LIABILITY TO THE OTHER AND TO ANY OTHER PARTICIPATING PROVIDER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE DELIVERY, USE OR PERFORMANCE OF THE CPC-HIE SYSTEM BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY IN TORT OR ANY OTHER LEGAL THEORY SHALL IN NO EVENT EXCEED THE AMOUNT OF ANY PROCEEDS MADE AVAILABLE THROUGH ANY INSURANCE REQUIRED TO BE CARRIED BY SUCH PARTY FOR SUCH CLAIM UNDER THIS AGREEMENT.
Cap on Direct Damages. THE AGGREGATE AMOUNT OF DAMAGES RECOVERABLE AGAINST CDMS ARISING UNDER THIS AGREEMENT WILL NOT EXCEED THE CHARGES PAID TO CDMS BY USER PURSUANT TO THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY (EXCLUSIVE OF ANY INSTALLATION FEE AND/OR ACTUAL TRAVEL EXPENSES OR OTHER OUT-OF-POCKET EXPENSES PAID OR REIMBURSED TO CDMS DURING SUCH PERIOD), REGARDLESS OF THE TYPE OF CLAIM, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY, WHETHER OR NOT FORESEEABLE AND REGARDLESS OF THE CAUSE OF SUCH DAMAGES, EVEN IF CDMS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE AND EVEN BASED ON CDMS’ OWN NEGLIGENCE. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, CDMS WILL NOT BE LIABLE FOR ANY LOSSES RELATED TO THE INFORMATION CONTAINED WITHIN THE DATABASE OR PROVIDED TO CDMS BY USER.
Cap on Direct Damages. Except for any breach of the confidentiality obligations under Article 11, in no event shall a Party’s liability for direct damages arising out of or relating to this Agreement exceed, with respect to a claim, the total amounts paid or payable to, or paid or payable by, such Party for services or Products to which the claim pertains.
Cap on Direct Damages. IN NO EVENT SHALL DAMAGES BY EITHER PARTY HEREUNDER EXCEED THE TOTAL FEES PAID BY CUSTOMER DURING THE TWELVE MONTHS PRIOR TO THE ACT OR OCCURRENCE WHICH GIVES RISE TO THE CLAIM. THIS LIMITATION ON LIABILITY SHALL NOT APPLY TO ANY THIRD PARTY CLAIM FOR WHICH EITHER PARTY HAS AN OBLIGATION OF INDEMNITY PURSUANT TO SECTION 11.
Cap on Direct Damages. EACH PARTY’S AGGREGATE LIABILITY TO THE OTHER PARTY ARISING UNDER OR IN RELATION TO THIS AGREEMENT, A SERVICE ORDER/SOW (OTHER THAN CUSTOMER’S OBLIGATION TO PAY FEES) WILL BE LIMITED TO THE LESSER OF ACTUAL DIRECT DAMAGES OR THE ACTUAL FEES PAID BY CUSTOMER TO SERVICE PROVIDER UNDER THE AFFECTED SERVICER ORDER/SOW DURING THE TWELVE (12) MONTH PERIOD PRIOR TO ANY INCIDENT UNDER WHICH OR IN RELATION TO WHICH THE LIABILITIY ARISES.
