Limits on Damages. IN NO EVENT SHALL PVMI OR ITS OFFICERS, MEMBERS, AGENTS OR EMPLOYEES BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING ECONOMIC DAMAGE OR INJURY TO PROPERTY AND LOST PROFITS, REGARDLESS OF WHETHER SUCH PARTY SHALL BE ADVISED, SHALL HAVE OTHER REASON TO KNOW OR IN FACT KNOW OF THE POSSIBILITY.
Limits on Damages. IN NO EVENT SHALL PVMI OR ITS OFFICERS, MEMBERS, AGENTS OR EMPLOYEES BE LIABLE TO GROWER OR ANY THIRD PARTY CLAIMING UNDER OR THROUGH GROWER FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY ECONOMIC DAMAGE OR INJURY TO PROPERTY OR LOST PROFITS, REGARDLESS OF WHETHER GROWER OR THE THIRD PARTY CLAIMING UNDER OR THROUGH GROWER HAS BEEN ADVISED, SHALL HAVE OTHER REASON TO KNOW OR IN FACT KNOWS OF THE POSSIBILITY OF SAID DAMAGES OCCURRING.
Limits on Damages. Notwithstanding anything in this Agreement to the contrary, in no event shall the Rights Agent be liable for special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Rights Agent has been advised of the likelihood of such loss or damage and regardless of the form of the action.
Limits on Damages. The Guarantor and Motorola agree that they shall not have a remedy of punitive or exemplary damages against the other in any dispute and hereby waive any right or claim to punitive or exemplary damages they have now or which may arise in the future in connection with any dispute.
Limits on Damages. Notwithstanding any other terms in this Agreement, except in the case of a Third Party Claim or claims for fraud or intentional misrepresentation or knowing and intentional breach of this Agreement; provided, however, that any negligent breach, inadvertent breach or immaterial breach hereunder shall not deemed to be a knowing and intentional breach for purposes of this Section 9.08, Losses shall not include special, incidental, indirect, consequential, punitive or exemplary damages or claims for diminution of value, including consequential damages resulting from business interruption, lost Tax or income Tax benefits, increased insurance premiums or lost profits or other Losses based upon any multiplier of Buyer’s earnings, including earnings before interest, depreciation or amortization or any other metric, unless such Losses relate to the loss of revenue from a Management Agreement, in which event Losses shall be multiplied by 2.699. Buyer shall not be authorized to initiate any claims for indemnification under this Article IX unless Buyer Indemnified Parties have suffered Losses, in the aggregate, in excess of Fifty Thousand Dollars ($50,000.00), in which event Buyer Indemnified Parties may seek recovery of such Losses in full, including the first Fifty Thousand Dollars ($50,000.00). The maximum amount of damages that Buyer Indemnified Parties may recover hereunder shall not exceed the Purchase and Contribution Consideration.
Limits on Damages. Except for Seller's liability to third parties for its willful misconduct or negligent acts or omissions as more particularly described in Section 7 “Indemnification and Hold Harmless,” below, the total liability of Seller, including its subcontractors or suppliers, for all claims of any kind for any loss or damage, whether in contract, warranty, tort (including negligence or infringement), strict liability or otherwise, arising out of, connected with, or resulting from the performance or non-performance of this TMA or from the manufacture, sale, delivery, installation, technical direction of installation, resale, repair, replacement, licensing or use of any Hardware, Software or the furnishing of any Service pursuant to this TMA, shall not exceed the greater of (a) the total amount paid by Customer to Seller pursuant to this TMA or (b) the limits of Seller’s insurance coverage.
Limits on Damages. The maximum amount of damages that Comentum would be liable is for the cost of the item(s) and/or Service item(s) that Client has paid for, but did not receive the item(s) and/or Service item(s). For example: If Client paid for a list of items and one of the items was not completed or completed incorrectly, the maximum amount of damages that Client can claim is the cost of that one item that was not completed and/or completed incorrectly If Client paid for an Application development, the Application will have a list of the items, and the maximum amount of damages that Client can claim is the cost of the item(s) that Client paid for but the items were not completed and/or completed incorrectly. If Client paid for hosting at $240 per month and there was an Internet outage, or hardware failure, or a security breach for a given month, the maximum cost damages would be $240 or the prorated outage time rate.
Limits on Damages. Notwithstanding any other terms in this Agreement, except in the case of a Third Party Claim or claims for fraud or intentional misrepresentation or knowing and intentional breach of this Agreement, Losses shall not include special, incidental, indirect, consequential, punitive or exemplary damages or claims for diminution of value, including consequential damages resulting from business interruption, increased insurance premiums or lost profits or other Losses based upon any multiplier of a Person’s earnings, including earnings before interest, depreciation or amortization or any other metric; provided, however, that the foregoing shall not limit the right of EH to recover its damages arising from loss of Tax benefits it would have realized if ENA and LATA complied with their respective obligations to remain as REITs and DCRs as set forth in Section 3.01 and Section 7.05 of this Agreement (subject to any limitations and exceptions set forth in such Sections) from Closing through the DCR Release Date. Neither Party shall be authorized to initiate any claims for indemnification or recover any Losses under this Article X unless such Indemnified Party has suffered Losses arising in connection with the breach or inaccuracy of any representations or warranty set forth in Article V or Article VI, as applicable, in the aggregate, in excess of Two Hundred Fifty Thousand Dollars ($250,000.00), in which event such Indemnified Party may seek recovery of such Losses in full, including the first Two Hundred Fifty Thousand Dollars ($250,000.00) (the “Threshold”). For avoidance of doubt, the Threshold shall not apply to Losses arising in connection with the breach of covenants and agreements set forth in this Agreement or the Transaction Documents.
Limits on Damages. In no event will any party have any liability to any other party with respect to the transactions contemplated hereby other than liability for actual direct damages. Therefore, no party to this Agreement shall be entitled, as a result of the transactions contemplated hereby or any breach or default of any other party, to consequential, punitive, exemplary, special, indirect, extraordinary, or other damages that are not actual direct damages.
Limits on Damages. Each Party shall be liable to the other for actual damages, as specifically described and limited above, suffered as a result of a breach of this Agreement by the other; provided, however, neither Party shall be liable as result of any action or inaction under this Agreement or otherwise (including negligence, strict or absolute liability, breach of contract, or breach of statutory duty) for any loss of profit, loss of revenue, cost of capital, facilities, or services, down-time costs, loss of opportunity, loss of production, loss of contracts, loss due to business interruption, or for any other special, exemplary, incidental, or consequential damages; provided, however, that this limitation shall not apply to (a) any liquidated damages established in this Agreement, (b) a breach of this Agreement by Steam Purchaser in order to purchase steam from another source, to build its own source of steam, or in an attempt to obtain more favorable pricing terms for the steam that it purchases or (c) a breach of this Agreement by Project Company in order to sell steam to another Person. EACH PARTY SHALL BE LIABLE TO THE OTHER FOR ACTUAL DAMAGES, AS SPECIFICALLY DESCRIBED AND LIMITED ABOVE, SUFFERED AS A RESULT OF A BREACH OF THIS AGREEMENT BY THE OTHER; PROVIDED, HOWEVER, NEITHER PARTY SHALL BE LIABLE AS RESULT OF ANY ACTION OR INACTION UNDER THIS AGREEMENT OR OTHERWISE (INCLUDING NEGLIGENCE, STRICT OR ABSOLUTE LIABILITY, BREACH OF CONTRACT, OR BREACH OF STATUTORY DUTY) FOR ANY LOSS OF PROFIT, LOSS OF REVENUE, COST OF CAPITAL, FACILITIES, OR SERVICES, DOWN-TIME COSTS, LOSS OF OPPORTUNITY, LOSS OF PRODUCTION, LOSS OF CONTRACTS, LOSS DUE TO BUSINESS INTERRUPTION, OR FOR ANY OTHER SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES; PROVIDED, HOWEVER, THAT THIS LIMITATION SHALL NOT APPLY TO ANY LIQUIDATED DAMAGES ESTABLISHED IN THIS AGREEMENT.
