Specification of Liquidated Damages
Provider shall credit Customer __% of the License Fee, as liquidated damages, for each business day between the Due Date and any later date Provider delivers the Software, up to a maximum of 30 business days. Such liquidated damages are Customer’s exclusive remedy for any delay of 30 business days or fewer, but they do […]
Limit on Indemnity Performance Obligations
Indemnitor is not required to spend more than $____ pursuant to Subsection __ (Data Indemnity), including without limitation on attorneys’ fees, court costs, settlements, judgements, and reimbursement of costs.
Exceptions to Mutual Limit of Liability
Sections __ (Dollar Cap) and __ (Exclusion of Consequential Damages) do not apply to: … (d) infringement of intellectual property rights, including without limitation copyrights in the Software; or (e) breach of Customer’s obligation to pay fees.
Typical Exceptions to Limit of Liability
Sections __ (Dollar Cap) and __ (Exclusion of Consequential Damages) do not apply to: (a) breach of any provision of this Agreement calling for liquidated damages or reimbursement of attorneys’ fees or litigation costs; (b) breach of Section __ (Nondisclosure), except to the extent that such damages relate to personal information or other private data […]
Clarifications and Disclaimers
THE LIABILITIES LIMITED BY SECTIONS __ (Dollar Cap) AND __ (Exclusion of Consequential Damages) APPLY TO THE BENEFIT OF PROVIDER’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND THIRD PARTY CONTRACTORS, AS WELL AS: (a) TO LIABILITY FOR NEGLIGENCE; (b) REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT PRODUCT LIABILITY, OR OTHERWISE; (c) EVEN IF […]
Exclusion of Consequential and Similar Damages
IN NO EVENT WILL PROVIDER BE LIABLE FOR LOST PROFITS OR LOSS OF BUSINESS OR FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT.
Super-Cap
Section __ (Dollar Cap) does not apply to breach of Sections _____ (the “Scary Sections”). PROVIDER’S LIABILITY ARISING OUT OF OR RELATED TO BREACH OF THE SCARY SECTIONS WILL NOT EXCEED __ TIMES THE LIMIT OF LIABILITY SET FORTH IN SECTION (Dollar Cap).
Order-based and Per-Contract Cumulative Dollar Gaps
PROVIDER’S LIABILTY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED: (a) THE FEES PAID PURSUANT TO THE APPLIABLE ORDER DURING THE YEAR PRECEDING THE INJURY IN QUESTION, FOR ALL CLAIMS ARISING OUT OF OR RELATED TO SUCH ORDER; OR (b) THE FEES PAID PURSUANT TO THIS AGREEMENT DURING THE YEAR PRECEDING THE […]
Typical Dollar Cap Limit of Liability
PROVIDER’S LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED $______. • • • PROVIDER’S CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO A STATEMENT OF WORK WILL NOT EXCEED THE FEES PAYABLE TO PROVIDER PURSUANT TO SUCH STATEMENT OF WORK FOR PRODUCTS AND SERVICES PROVIDED DURING THE YEAR BEFORE THE LAST EVENT GIVING […]
Nuclear Indemnity
Indemnitor shall defend, indemnify, and hold harmless Indemnified Party and its Indemnified Associates against any “Indemnified Claim,” meaning any third party claim, suit, or proceeding arising out of, related to, or alleging an injury or loss caused by the act or omission of Indemnitor or any of its agents, subcontractors, or employees.