PURCHASING MANAGEMENT

1. EXCLUSION OF LIABILITY
2. LAND AGENCY

EXCLUSION OF LIABILITY
Limitation of liability clause sometimes referred
as liability clause.
It is the contracted agreement that specifies the
damages that one party will be obligated to
provide to the other under terms and conditions
in the contract.

In legal term?
A liability is generally responsibility to
compensate for some failure to perform
according to an established according to an
established or agreed-upon stipulation. Because
of element of risk, liability clause are common in
all areas of contract law.

EXAMPLE.
In IT, limits of liability clauses are typically written into contracts
between any two parties, including distribution agreements,
software license agreements and service-level agreements. In a
software license agreement, for example, the limitation of liability
is one of the most important clauses because it limits the amount
and types of damages one party can recover from the other party.
For example, if the software doesn't work and the company suffers
damages as a result, the limitation of liability will restrict the
company's ability to recoup its loss.
Because a limitation of liability clause typically favors whichever
party drafted the agreement -- usually the vendor -- it's
particularly important to negotiate that part of the contract after
careful consideration.

LIMITING LIABILITY:GENERAL LEGAL

PRINCIPLES
It must be incorporated in the contract
- any firm seeking to rely on exclusion or
limitation clause must first be able to establish
that clause was incorporated and formed part of
the contract. It must show that the clause has
been brought to the client attention sufficiently.

LIMITING LIABILITY:GENERAL LEGAL

PRINCIPLES
Exclusions or limitations must expressly,
clearly and unambiguously exclude liability
for negligence.

Types of Limited Liability

Liability caps
A cap on liability limits the amount of the firm's liability to its
client. The amount of the cap can be expressed as a fixed sum; a
percentage of the fee; by reference to the firm's professional
indemnity insurance; or by some other formula.
The level of cap employed in any particular engagement should
be determined by reference to the factors
that the court takes into account in determining the
reasonableness of any liability limitation. If a court is
required to consider the reasonableness of a cap, the options
available to the court are to uphold the cap,
or declare it unreasonable and unenforceable.