Direct Damages definition

Direct Damages means actual damages or losses suffered by me or any other party (if caused by you) and shall not include any compensation for special, punitive, indirect, incidental or consequential damages or losses, including but not limited to loss of profits, business or value, whether or not foreseeable.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Direct Damages means actual, direct damages incurred by the claiming party which include, by way of example (a) erroneous payments made by PROVIDER or CUSTOMER as a result of a failure by PROVIDER to perform its obligations under an MOA or PSA, (b) the costs to correct any deficiencies in the Services, (c) the costs incurred by CUSTOMER to transition to another provider of Services and/or to take some or all of such functions and responsibilities in-house, (d) the difference in the amounts to be paid to PROVIDER hereunder and the charges to be paid to such other provider and/or the costs of providing such functions, responsibilities and tasks in-house, and (e) similar damages. “Direct Damages” shall not include, and neither party or its Affiliates shall be liable for, any indirect, special, incidental, exemplary, punitive or consequential damages (including, without limitation, any loss of data or records, lost profits or other economic loss) arising out of its breach, negligence or any of the Excluded Matters, even if the other party or its Affiliates have been advised of the possibility of or could have foreseen such damages, provided that any such damages relating to a Third Party Claim shall be considered Direct Damages. For the avoidance of doubt, PROVIDER shall remain liable for all Direct Damages regardless of whether such damages are the subject of any reinsurance arrangement entered into by CUSTOMER. Direct Damages shall be calculated and paid on an After-Tax Basis, net of Insurance Proceeds, in the manner described in Section 12.3.

Direct Damages means compensation for losses measured by § 59.1-508.8 (b) (1) or

Examples of Direct Damages in a sentence

• The parties and their Affiliates’ liability to each other for Direct Damages arising out of or relating to the Excluded Matters and their respective indemnification obligations under ARTICLE XII arising under all of the MOAs during the Initial Term shall not exceed $25,000,000 in the aggregate (the “Excluded Matters Cap”).

• Unless specifically provided to the contrary in this Agreement, neither party shall have any liability whether based on contract, tort (including without limitation, negligence), warranty, guarantee or any other legal or equitable grounds to the other party for any damages other than Direct Damages.

• Unless specifically provided to the contrary in the Agreement, neither party shall have any liability whether based on contract, tort (including without limitation, negligence), warranty, guarantee or any other legal or equitable grounds to the other party for any damages other than Direct Damages.

• Owner and Property Manager expressly agree that Direct Damages shall not include any punitive or consequential damages, including, for example and not by way of limitation, any damages or losses arising from or related to the effect of such termination on Property Manager's overall operations.

• The liability of any member of either Group to the other Group arising out of or resulting from a breach by such member and/or its Representatives of its obligations under this Agreement shall not exceed the Direct Damages incurred by the Recipient as a result of such event.

More Definitions of Direct Damages

Direct Damages means compensation for losses measured by § 508.8 (b) (1) or § 508.9 (a) (1).

Direct Damages has the meaning given in Section 13.3.

Direct Damages means actual, direct damages incurred by the claiming party which include, by way of example but without limitation, the costs to correct any deficiencies in the Information Services rendered by Provider and similar damages, but "Direct Damages" shall not include (A) loss of interest, profit or revenue of the claiming party or (B) incidental, consequential, special or indirect damages suffered by the claiming party and shall not include punitive or exemplary damages suffered by the claiming party arising from or related to this Agreement, even if such party has been advised of the possibility of such losses or damages.

Direct Damages means compensation for losses measured by Section 808(b)(1) or 809(a)(1). The term does not include consequential damages or incidental damages.

Direct Damages means any injury or loss incurred by one Party as a direct result of or directly caused by the other Party’s failure to perform the other Party’s obligations or responsibilities under the Services Agreement and includes any monetary fines, penalties or interest levied against CCH with respect to Vendor’s failure.

Direct Damages means any and all damages which are reasonably foreseeable at the time of the conclusion of the Agreement or at the time of the Service commenced, or other relevant event resulting in the damages incurred or to be incurred by or accrued with the relevant Party.

Direct Damages means: (a) reasonable expenses which Buyer would have to incur to make Supplier performance in compliance with the Agreement; (b) reasonable expenses incurred by Buyer to determine the cause and scope of the damage, insofar as the determination relates to direct damages within the meaning of the Agreement; (c) reasonable expenses incurred to prevent or to mitigate damages, insofar as Buyer such expenses demonstrates that these expenses resulted in mitigation of direct damages within the meaning of the Agreement;