Mutual Liability cap Sample Clauses
A Mutual Liability Cap clause sets a maximum limit on the amount of financial liability that each party can be held responsible for under a contract. Typically, this cap applies to damages arising from breaches of contract or negligence, and the limit is often set as a fixed sum or a percentage of the contract value, applying equally to both parties. By establishing a clear ceiling on potential losses, this clause provides predictability and protects both parties from excessive or disproportionate financial exposure, ensuring a balanced allocation of risk.
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Mutual Liability cap. (a) Subject to Section 11.5, any non-excludable applicable law and either party’s liability for any indemnity under a Service Addendum, and to the extent that a party’s liability is not otherwise limited or excluded under this Agreement, a party’s total liability whether in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with this Agreement is limited, in the aggregate, to the total Subscription Service Fees paid or payable by You during the first 12 months of the Term (“Mutual Cap”).
(b) The Mutual Cap will not be increased in any circumstances, including as a result of any recovery made by either party. Upon the Mutual Cap being exhausted, and subject to Section 11.5, any non-excludable applicable law and the parties’ liability for any indemnity given under a Service Addendum, neither party will have any further liability to the other party in connection with this Agreement regardless of when the liability is discovered and whether or not previously notified.
Mutual Liability cap. (a) If a Claim or Liability arises that is not covered by clause 13.1 or 13.2, and other than the liability to pay Charges (including under clauses 12.8 and 16.3), a party’s maximum aggregate Liability to the other party for all Claims arising in or made during a Contract Year relating to this agreement however arising (including under this agreement, in tort (including negligence), or for breach of any statutory duty) but excluding Liability caused by fraudulent or Wilful Misconduct is limited to the lesser of the annual cap, as determined under clause 13.4(b), and the amount of the TOP Charges payable for that Contract Year.
(b) The annual cap will be $2 million in 2011 for the first Contract Year and will be escalated at the commencement of each subsequent Contract Year in accordance with the following formula: Capt = Capt-1 x (CPIt / CPI t-1) Where: Capt is the annual cap for that Contract Year; Cap t-1 is the annual cap for the previous Contract Year; CPIt = the CPI last published before the commencement of that Contract Year; and CPI t-1 = the CPI last published before the commencement of the previous Contract Year.
Mutual Liability cap. In no event will either party’s aggregate cumulative liability (whether in contract, tort, negligence, statute or otherwise, including by way of any indemnity) arising under or in connection with this Agreement and all Subscription Agreement, exceed average monthly fees paid by you to us under all then-current Subscription Agreements, multiplied by twelve (12).
Mutual Liability cap. Deleted: 29 October 2009
Mutual Liability cap. If a Claim or Liability arises that is not covered by clause 13.1 or 13.2, and other than the liability to pay Charges (including under clauses 12.8 and 16.3), a party’s maximum aggregate Liability to the other party for all Claims arising in or made during a Contract Year relating to this agreement however arising (including under this agreement, in tort (including negligence), or for breach of any statutory duty) but excluding Liability caused by fraudulent or Wilful Misconduct is limited to the lesser of $2 million$20 million per Contract Year and the amount of the TOP Charges payable for that Contract Year, provided that this clause 13.4 does not apply in respect of a Claim in respect of personal injury or death .
Mutual Liability cap. EXCEPT FOR LIABILITY FOR BREACH OF INTELLECTUAL PROPERTY, PAYMENT OF FEES AND EXPENSES, INDEMNIFICATION, AND BREACH OF CONFIDENTIALITY, NEITHER PARTY’S CUMULATIVE LIABILITY FOR DIRECT DAMAGES FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS MSA SHALL EXCEED THE AMOUNT PAID BY THE CUSTOMER FOR THE SERVICE IMPLICATED DURING THE 12 MONTHS PRIOR TO THE EVENT THAT TRIGGERS LIABILITY.