Provision Language
7. Warranties, liability and indemnities
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7.3 The Institution shall not be liable to any third parties or to the Developer for any claims whatsoever (including but not limited to infringement of intellectual property rights and product liability claims) arising out of or in any way related to the actions of the Developer, its sub-contractors or its respective agents or employees; or any contracts or other commitments made by the Developer or its sub-contractors or distributors or their respective agents or employees with any other parties.
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7.5 Neither party shall have any liability to the other party for any direct, indirect or consequential loss or damage howsoever arising in contract, tort or otherwise under or in connection with this agreement for:
a) loss of business whether direct or indirect;
b) loss of profits whether direct or indirect;
c) loss of the use of money;
d) loss of goodwill;
e) loss of use;
f) loss of anticipated savings;
g) loss of reputation;
h) loss of, or corruption to data;
i) third party claims save to the extent that they represent a direct loss of a third party not including any loss of profit;
j) any consequential loss or damage howsoever caused.
7.6 Nothing in this agreement is meant to limit or exclude liability for fraudulent misrepresentation or liability for death or personal injury caused by either party’s negligence. The parties expressly agree that should any limitation or provision contained in this agreement be held to be invalid under any applicable statute or rule of law it shall to that extent be deemed omitted but if any party thereby becomes liable for loss or damage which would otherwise legally have been excluded such liability shall be subject to the other limitations and provisions set out in this agreement.
7.7 The Developer hereby indemnifies the Institution against any and all liability, loss, damage, cost or expense (including reasonable attorney’s fees and court and other expenses of litigation) arising out of or in connection with:
a) any use the Developer might make of the Results of the Work;
b) any claim by a third party that the Institution’s use of Material infringes any intellectual property or any other right of that third party; and
c) any failure by Developer to comply fully with the provisions of clause 3.
7. 8 The provisions of this clause 7 shall survive termination of this agreement, however arising.