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This Consequential Damages Waiver is designed for use in commercial relationships where parties wish to clearly define and limit their potential liability for indirect and consequential damages under Dutch law. The document is particularly valuable in high-value commercial contracts, technology implementations, or complex service arrangements where the potential for consequential losses is significant. It addresses the allocation of risk between contracting parties by specifically identifying and waiving certain types of damages while maintaining compliance with Dutch legal requirements, including mandatory exceptions for gross negligence and willful misconduct. The waiver helps parties manage their risk exposure and provides clarity regarding liability limitations in their business relationship. This document should be used when parties want to establish clear boundaries for damage claims and create certainty regarding their potential liability exposure in commercial transactions.

1. Parties: Identification of the parties entering into the waiver agreement

2. Background: Context of the business relationship and purpose of the waiver

3. Definitions: Key terms including 'Consequential Damages', 'Direct Damages', and other relevant definitions

4. Scope of Waiver: Detailed description of the damages being waived and the contexts in which the waiver applies

5. Exceptions to Waiver: Specific exclusions from the waiver, including gross negligence and willful misconduct as required under Dutch law

6. Survival: Provisions regarding the continued effectiveness of the waiver after contract termination

7. Severability: Provisions addressing the independence of clauses and the effect if any part is found unenforceable

8. Governing Law and Jurisdiction: Confirmation of Dutch law application and jurisdiction for disputes

9. Entire Agreement: Confirmation that this document represents the complete agreement regarding the waiver of consequential damages