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Debesh Nath Dasgupta ( )     08 May 2017

Need help on this

Can you simplify (and intention) the below part of an agreement:

-- quote --

If for any reason, whether it be intentional or negligence, the Vendor is inconsistent with the aforementioned obligations, and act or omit to act in any way which will or may cause a loss of any sort to the Company, any legal obligation and liability resulting from such acts will remain solely with the Vendor as mentioned herein.

Both parties agree that the Company shall be entitled the right to injunctive relief for such violations and such injunctive relief shall be in addition to any other appropriate remedies available hereunder, whether at law or in equity. Remedies shall include, but shall not be limited to, the Company’s right to refuse payment for the Service and the right to collect reimbursement amount in relation to recovering the costs and fees associated with the Deliverables, the Company’s right to collect any fees incurred for renewals and extensions with the Company's client, and the right to collect reasonable attorneys' fees for any lawsuit proceedings that may occur. All expenses incurred in the process of pursuing such remedies shall also be payable by the Vendor's sole expense.

-- unquote --



Learning

 1 Replies

Raveena Kataria (Advocate )     28 June 2017

Assuming you're the vendor here, the agreement is stating that you (either by choice or not ) cannot fail to comply with your obligations (i.e. your part of the agreement,) and that you cannot do anything or omit to do something which may cause the company to suffer loss. If the company does suffer loss, you will be entirely liable for it.

The remedies available to the company include the:

  • Right to refuse you payment for your service
  • Right to collect reimbursement amount (to recover costs associated with their products,)
  • Right to collect fees for renewal of their client(s)
  • Right to collect fees for a lawyer that would help them in legal proceedings. All payable solely at your expense.

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