or on any other
basis whatsoever.
14.2
LIABILITY OF CONTRACTOR
(A)
THE ACCESS PROVIDER AND
THE PRINCIPAL ACKNOWLEDGE THAT THE LIABILITY OF THE CONTRACTOR TO THE PRINCIPAL
AND ANY ACCESS PROVIDER UNDER THE PROJECT DOCUMENTS IS SUBJECT TO AND WILL NOT
EXCEED THE CONTRACTOR'S LIMITATIONS OF LIABILITY SET OUT IN CLAUSE 40 OF THE
PROJECT AGREEMENT WHEN AGGREGATED WITH ANY LIABILITY UNDER THE PROJECT
AGREEMENT.
21
(B)
THE ACCESS PROVIDER AGREES
THAT THE LIABILITY OF THE CONTRACTOR TO THE ACCESS PROVIDER IS LIMITED IN
ACCORDANCE WITH THIS CLAUSE 14.2.
14.3
EXCLUSIONS
The limitation in clause 14.2 does not apply to:
(A)
THE EXTENT TO WHICH THE
CONTRACTOR IS REQUIRED TO BE INDEMNIFIED UNDER A POLICY OF INSURANCE IN
ACCORDANCE WITH THE PROJECT AGREEMENT; OR
(B)
CLAIMS IN RESPECT OF DAMAGE
TO REAL OR PERSONAL PROPERTY OR INJURY TO, OR DEATH, OF PERSONS.
14.4
LIABILITY OF ACCESS PROVIDER
(A)
SUBJECT TO CLAUSE 1 TO 50
OF THE PROJECT AGREEMENT WHERE RELEVANT, THE TOTAL LIABILITY OF THE ACCESS
PROVIDER TO THE CONTRACTOR AND THE PRINCIPAL UNDER OR IN ANY WAY ARISING OUT OF
OR IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED:
(I)
$[**]; OR
(II)
THE VALUE OF THE PAYMENT
RECEIVED BY THE ACCESS PROVIDER FOR ACCESS IN ACCORDANCE WITH THE ACCESS
PROVIDER RATES,
whichever is the higher amount.
(B)
NOTWITHSTANDING ANY OTHER
CLAUSE IN THIS AGREEMENT, THE ACCESS PROVIDER WILL NOT BE LIABLE TO MAKE ANY
PAYMENT (BY WAY OF INDEMNITY, DAMAGES OR OTHERWISE) IN RESPECT OF ANY INDIRECT
OR CONSEQUENTIAL LOSS INCURRED OR SUSTAINED BY THE CONTRACTOR.
15.
REMEDY NOTICE
(A)
IF EITHER THE CONTRACTOR
OR THE ACCESS PROVIDER
IS IN DEFAULT UNDER THIS AGREEMENT AND THAT DEFAULT IS
CAPABLE OF REMEDY, THE PRINCIPAL MAY GIVE THE CONTRACTOR OR THE ACCESS PROVIDER
(AS THE CASE MAY BE) A NOTICE REQUIRING IT TO RECTIFY THAT DEFAULT (OR OVERCOME
ITS EFFECTS) WITHIN A REASONABLE PERIOD SPECIFIED IN THAT NOTICE.
IF REQUESTED
BY THE PRINCIPAL FROM TIME TO TIME, THE CONTRACTOR OR THE ACCESS PROVIDER (AS
THE CASE MAY BE) MUST PROVIDE TO THE PRINCIPAL ANY INFORMATION IN RESPECT OF AN
ALLEGED BREACH WITHIN [5 BUSINESS DAYS OF A REQUEST].
(B)
WITHIN [5 BUSINESS DAYS] OF
RECEIPT OF A NOTICE UNDER CLAUSE 15(A), THE CONTRACTOR OR THE ACCESS PROVIDER
(AS THE CASE MAY BE) MUST SUBMIT TO THE PRINCIPAL A CURE PLAN IN RELATION TO THE
DEFAULT FOR APPROVAL BY THE PRINCIPAL THAT IS CONSISTENT WITH THIS AGREEMENT AND
THE ACCESS PRINCIPLES.
THE CONTRACTOR OR THE ACCESS PROVIDER (AS THE CASE MAY
BE) MAY, AS PART OF ITS CURE PLAN, REQUEST THAT THE PERIOD FOR RECTIFICATION
SPECIFIED IN THE PRINCIPAL 'S NOTICE BE EXTENDED (BUT THE PRINCIPAL IS NOT
REQUIRED TO APPROVE ANY SUCH EXTENSION).
(C)
THE PRINCIPAL MUST REVIEW
THE CURE PLAN WITHIN A REASONABLE PERIOD HAVING REGARD TO THE NATURE OF THE
DEFAULT TO WHICH THE CURE PLAN RELATES.
IN CONSIDERING THE CURE PLAN, THE
PRINCIPAL MUST NOT UNREASONABLY WITHHOLD ITS APPROVAL TO THE CURE PLAN, UNLESS
THE DEFAULT