Common use of EXCLUSION OF INDIRECT DAMAGES Clause in Contracts

EXCLUSION OF INDIRECT DAMAGES. EXCEPT WITH RESPECT TO CUSTOMER’S ACCESS TO OR DISCLOSURE OF THE APPLICATION OTHER THAN IN COMPLIANCE WITH THE LICENSE GRANTED IN THIS AGREEMENT, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY (NOR TO ANY PERSON CLAIMING RIGHTS DERIVED FROM THE OTHER PARTY’S RIGHTS) FOR INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST PROFITS, LOSS OF OR DAMAGE TO DATA, LOSS OF BUSINESS, OR OTHER ECONOMIC DAMAGE), WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND REGARDLESS OF WHETHER THE PARTY LIABLE OR ALLEGEDLY LIABLE WAS ADVISED, HAD OTHER REASON TO KNOW, SHOULD HAVE ANTICIPATED, OR IN FACT KNEW OF THE POSSIBILITY THEREOF. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS BY ANYONE. THE PROVISIONS OF THIS PARAGRAPH ARE INDEPENDENT OF, SEVERABLE FROM, AND TO BE ENFORCED INDEPENDENTLY OF ANY OTHER ENFORCEABLE OR UNENFORCEABLE PROVISION OF THIS AGREEMENT.

EXCLUSION OF INDIRECT DAMAGES. EXCEPT WITH RESPECT TO CUSTOMER’S ACCESS TO OR DISCLOSURE FOR CLAIMS OF THE APPLICATION OTHER THAN TYPES DESCRIBED IN COMPLIANCE WITH THE LICENSE GRANTED IN THIS AGREEMENTSECTION 11.4, NEITHER PARTY WILL SHALL BE LIABLE TO THE OTHER PARTY (NOR TO ANY PERSON CLAIMING RIGHTS DERIVED FROM THE OTHER PARTY’S RIGHTS) FOR INCIDENTAL, INDIRECT, CONSEQUENTIALFOR, SPECIAL, PUNITIVEINCIDENTAL, EXEMPLARY, OR EXEMPLARY CONSEQUENTIAL DAMAGES. THE LIMITATION ON THE TYPES OF RECOVERABLE DAMAGES OF ANY KIND (INCLUDING LOST PROFITS, LOSS OF OR DAMAGE TO DATA, LOSS OF BUSINESS, OR OTHER ECONOMIC DAMAGE), WHETHER ARISING SET FORTH IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND REGARDLESS THIS SECTION 11.3 SHALL APPLY IRRESPECTIVE OF WHETHER THE POSSIBILITY OF ANY SUCH DAMAGES WAS KNOWN OR HAD BEEN DISCLOSED TO A PARTY LIABLE OR ALLEGEDLY LIABLE WAS ADVISED, HAD OTHER REASON TO KNOW, SHOULD HAVE ANTICIPATEDIN ADVANCE, OR COULD HAVE REASONABLY BEEN FORESEEN BY SUCH PARTY, AND NOTWITHSTANDING THE FORM IN FACT KNEW WHICH ANY CLAIM OR ACTION IS BROUGHT. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS 11.3 OR ELSEWHERE IN THIS AGREEMENT OR IN ANY STATEMENT OF WORK, THE FOLLOWING SHALL ALL BE CONSTRUED AS DIRECT DAMAGES, AND NOT AS INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, HEREUNDER: (i) THE REASONABLE COSTS THAT THE BOARD IS REQUIRED TO EXPEND TO PROCURE SERVICES FROM AN ALTERNATIVE SOURCE AS A RESULT OF A DEFAULT, BREACH, OR REPUDIATION OF THIS AGREEMENT BY VENDOR, TO THE EXTENT IN EXCESS OF THE POSSIBILITY THEREOF. FEES SET FORTH IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS BY ANYONE. THE PROVISIONS OF THIS PARAGRAPH ARE INDEPENDENT OF, SEVERABLE FROM, AND TO BE ENFORCED INDEPENDENTLY OF ANY OTHER ENFORCEABLE OR UNENFORCEABLE PROVISION OF THIS AGREEMENT; (ii) THE BOARD’S INTERNAL LOSSES AND COSTS RESULTING FROM A DEFAULT OR BREACH OR REPUDIATION HEREOF BY VENDOR; AND (iii) ANY AMOUNT OF MONEY THEN PAYABLE AND UNPAID BY THE BOARD TO VENDOR FOR SERVICES RENDERED.