Common use of Partner Liability Clause in Contracts

Partner Liability. TO THE MAXIMUM EXTENT ALLOWABLE BY LAW, AND EXCEPT FOR AMOUNTS PROPERLY PAYABLE BY PARTNER TO SUGAR HEREUNDER, THE TOTAL CUMULATIVE LIABILITY OF PARTNER TO SUGAR IN RELATION TO THIS AGREEMENT, AND ▇▇▇▇▇’S EXCLUSIVE REMEDY FOR ANY SUCH LIABILITY, WILL BE LIMITED TO SUGAR’S DIRECT DAMAGES CAUSED BY PARTNER UP TO AN AMOUNT NOT TO EXCEED 100% OF THE TOTAL AMOUNT HAVING ACTUALLY BEEN PAID BY SUGAR TO PARTNER HEREUNDER DURING THE THEN PRECEDING 12-MONTH PERIOD.