Remote Damages definition
Remote Damages means any exemplary, special or punitive damages and any loss of profits, revenue or income, or loss of business reputation or opportunity or other damage that is not a reasonably foreseeable consequence of a breach, inaccuracy or failure to perform any representation, warranty, covenant, obligation or other agreement.
Remote Damages means any exemplary, special or punitive damages and any loss of profits, revenue or income, diminution in value or loss of business reputation or opportunity or other indirect, incidental or consequential damages as a consequence of a breach, inaccuracy or failure to perform any representation, warranty, covenant, obligation or other agreement under this Agreement, except in each case for any reasonably foreseeable incidental or consequential damages. As used herein, (a) “incidental damages” are documented out-of-pocket costs and expenses incurred in a reasonable effort, whether successful or not, to avoid Losses; and (b) “consequential damages” are Losses that directly and naturally arise from the breach of this Agreement and from circumstances surrounding the breach to the extent that the breaching Party knew of such circumstances at the time of the breach.
Examples of Remote Damages in a sentence
In no event shall any party be liable to any other party for Remote Damages, except to the extent that Remote Damages are awarded in the case of fraud or to the extent such damages are the subject of a Third-Party Claim.
The Indemnified Party shall not be entitled to recover from an Indemnifying Party as Losses for which indemnification is provided under this Agreement any amounts in excess of actual direct Losses, court costs and reasonable attorneys’ fees, and the parties expressly waive the right to recover punitive damages or for Losses that are remote or speculative (“Remote Damages”), other than such Remote Damages as may be awarded to a third party under a Third Party Claim.