Common use of Shared Liability Clause in Contracts

Shared Liability. Liability arising from infringement of a third party's patent rights relating to the Product being sold in the Territory or from product liabilities relating to the Product being sold in the Territory will be shared equally by the Parties as the Third Party Payment even if such liabilities are caused by performance of only one Party; provided, however, that any liability arising out of the negligence or willful misconduct of one Party or the breach of representations or warranties by one Party will not be shared by the other Party, in which case the responsible Party is liable for bearing the damages and other payments.