Claims and Liabilities. Except as disclosed to the Banks in writing, neither the Company or any of its Subsidiaries nor the Guarantor has accrued any liabilities under gas purchase contracts for gas not taken, but for which it is liable to pay if not made up and which, if not paid, would have a Material Adverse Effect. Except as disclosed to the Banks in writing, no claims exist against the Company or its Subsidiaries or the Guarantor for gas imbalances which claims if adversely determined would have a Material Adverse Effect. No purchaser of product supplied by the Company or any of its Subsidiaries or the Guarantor has any claim against the Company or any of its Subsidiaries for product paid for, but for which delivery was not taken as and when paid for, which claim if adversely determined would have a Material Adverse Effect.
Claims and Liabilities. 45 8.21 Solvency.....................................................................................45 8.22 Year 2000....................................................................................45
Claims and Liabilities. Neither Borrower nor any of its Restricted Subsidiaries has accrued any liabilities under gas purchase contracts for gas not taken, but for which it is liable to pay if not made up and which, if not paid, could reasonably be expected to have a Material Adverse Effect. No claims exist against Borrower or any of its Restricted Subsidiaries for gas imbalances which claims if adversely determined could reasonably be expected to have a Material Adverse Effect. No purchaser of product supplied by Borrower or any of its Restricted Subsidiaries has any claim against Borrower or any of its Restricted Subsidiaries for product paid for, but for which delivery was not taken as and when paid for, which claim if adversely determined could reasonably be expected to have a Material Adverse Effect.
Claims and Liabilities. Except as disclosed to the Lender in ITEM 7.14 ("CLAIMS AND LIABILITIES") of the Disclosure Schedule, neither the Borrower nor any of its Subsidiaries has accrued any liabilities under gas purchase contracts for gas not taken, but for which it is liable to pay if not made up and which, if not paid, would have a Material Adverse Effect. Except as disclosed to the Lender in ITEM 7.14 of the Disclosure Schedule, no claims exist against the Borrower or any of its Subsidiaries for gas imbalances which claims if adversely determined would have a Material Adverse Effect. No purchaser of product supplied by the Borrower or any of its Subsidiaries has any claim against the Borrower or any of its Subsidiaries for product paid for, but for which delivery was not taken as and when paid for, which claim if adversely determined would have a Material Adverse Effect.
Claims and Liabilities. Except as disclosed to the Lenders in the Disclosure Schedule, neither the Borrower nor any of its Subsidiaries has accrued any liabilities under gas purchase contracts for gas not taken, but for which it is liable to pay if not made up and which, if not paid, would have a Material Adverse Effect. Except as disclosed to the Lenders in the Disclosure Schedule, no claims exist against the Borrower or its Subsidiaries for gas imbalances which claims if adversely determined would have a Material Adverse Effect. Except as disclosed to the Lenders in the Disclosure Schedule, no purchaser of product supplied by the Borrower or any of its Subsidiaries has any claim against the Borrower or any of its Subsidiaries for product paid for, but for which delivery was not taken as and when paid for, which claim if adversely determined would have a Material Adverse Effect.
Claims and Liabilities. 11.1 If the Company is in default of the Conditions and the Bondholders or the Bondholders' Representative suffer any losses, costs, expenses or damage therefrom, the Bondholders' Representative and/or the Bondholders shall be entitled to claim against the Company, subject to the terms and conditions of the Conditions.
11.2 The Bondholders' Representative shall only be liable to the Bondholders in relation to the damages incurred from wilful misconduct or gross negligence in the performance of its obligations as provided in the Conditions, applicable laws and this Agreement.
11.3 The Bondholders' Representative in performing its duties under the Conditions:
(a) shall not have any responsibility or liability in respect of any failure or delay by the Company in performing its respective obligations hereunder or under the Conditions or other agreements relating thereto and hereto; and
(b) shall not have any responsibility or liability in respect of the execution, effectiveness, enforceability, sufficiency, legality, validity or genuineness of the Conditions, the agreements and documents referred to herein and therein, or of any certificate, report, document of title or other document delivered hereunder or thereunder, any statement of the Company herein or therein, or the accuracy or completeness of any information was or is circulated by the Bondholders' Representative.
Claims and Liabilities. The general liability of MOR as a carrier of goods will be determined in terms of the Railways Act, 1989. The consignors/consignees of freight traffic originating, terminating or moving on the Rail System shall have the right to approach the concerned Zonal Railway which will be responsible to deal with the claims in accordance with the terms of the extant orders, procedures and circulars notified by MOR. In the event maintenance is undertaken by the Concessionaire, the cost of gateman at the Station only shall form part of station operation cost to be included in the cost of Reserved Services. §§MOR may insert any other services as it deems fit.
Claims and Liabilities. 11.1 The Debentureholders' Representative shall not be responsible for acting upon any resolution purporting to have been passed at any meeting of the Debentureholders in accordance with the Conditions even though it may subsequently be found that there was some defect in the constitution of such meeting or the passing of such resolution or that, for any reason, such resolution was not valid or binding upon the Debentureholders (except that such defect or invalidity was due to its gross negligence or willful misconduct).
11.2 The Debentureholders' Representative shall not be liable to the Issuer or any Debentureholder by reason of having accepted as valid or not having rejected any certificate of Debenture purporting to be such and subsequently found to be forged, stolen or not authentic (other than for its gross negligence or willful misconduct or bad faith).
11.3 The Debentureholders' Representative shall only be liable to the Issuer and/or Debentureholders in relation to the damages incurred from willful misconduct or negligence or bad faith in the performance of its obligations as provided in and/or any breach by the Debentureholders' Representative of the Conditions, applicable laws and this Agreement. Without prejudice to the immediately preceding sentence, the Debentureholders' Representative shall not be held responsible for any loss or damage arising out of action it has taken in accordance with a resolution of the Debentureholders' meeting.
11.4 The Debentureholders' Representative in performing its duties under the Conditions:
(a) shall not have any responsibility or liability in respect of any failure or delay by the Issuer in performing its respective obligations hereunder or under the Conditions, or other agreements relating thereto and hereto; and
(b) shall not have any responsibility or liability in respect of the execution, effectiveness, enforceability, sufficiency, legality, validity or genuineness of the Conditions, the agreements and documents referred to herein and therein, or of any certificate, report, document of title or other document delivered hereunder or thereunder, any statement of the Issuer herein or therein, provided that the Debentureholders' Representative has carried out reasonable enquiries and investigation which the Debentureholders' Representative would normally make and has acted in accordance with its professional judgment.
11.5 Notwithstanding any provision in this Agreement to the contrary, the Debentureholders'...
Claims and Liabilities. (a) All claims of Buyer with respect to the quantity or quality of Product(s) sold or delivered pursuant to this Agreement shall be deemed waived and forever barred unless Buyer notifies Seller of the nature of the details of the claim in writing within seven calendar days after receipt of shipment.
(b) Seller shall not be liable to Buyer for the results of the use of Product(s) purchased, whether used singly or in combination with other materials or products, unless the Products are installed and used in full compliance with all applicable laws, regulations, and building codes and with all applicable Seller instructions and specifications.
(c) Seller shall have no liability for any third party claim arising out of or in any way related to the negligence or willful act or omission of Buyer or that of its employees, agents, or subcontractors. Buyer will defend, hold harmless, and indemnify Seller from any and all such claims, whether suit is filed or not, regardless of whether such claim also includes any allegation based upon Seller’s intentional or negligent act or omission. Buyer will pay Seller’s reasonable attorney’s fees incurred in investigating, responding to, defending, and otherwise dealing with any such claim, upon demand by Seller. If Seller, in Seller’s sole and unreviewable discretion, settles such claim, Buyer shall pay Seller, in addition to Seller’s reasonable attorney’s fees, an amount equal to the reasonable value of Seller’s settlement. SELLER IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PRODUCTS, REVENUE OR DATA, WHETHER IN AN ACTION IN CONTRACT, TORT, PRODUCT LIABILITY, BY STATUTE, OR OTHERWISE EVEN IF ADVISED OF THE POSSIBILITY OF THOSE DAMAGES AND EVEN IF THE DAMAGES OR LOSS ARE CAUSED IN WHOLE OR IN PART BY SELLER’S NEGLIGENCE. SELLER WILL NOT BE LIABLE FOR DIRECT OR INDIRECT DAMAGES CAUSED BY LATE DELIVERY, PRODUCT DEFECT, OR ANY OTHER CAUSE. SELLER HAS SET OUT PRICES FOR ITS PRODUCTS BASED ON THE ALLOCATION OF RISKS SET OUT IN THIS AGREEMENT.
(d) Seller liability with respect to any transaction relating to this MPA or any Accepted Product Order will not exceed that amount that Buyer has paid Seller, even if any term of this MPA or the Accepted Product Order fails of its essential purpose.
Claims and Liabilities. 63 7.15. No Prohibition on Perfection of Security Documents.........63 7.16. Solvency...................................................63 7.17. Environmental Warranties...................................63 7.18. Regulations G, U and X.....................................65 7.19. Year 2000 Compliance.......................................66 7.20. Insurance..................................................66 7.21. Accuracy of Information....................................66 7.22.
