Company Liability. 23.1 Nothing in this Agreement excludes or limits the Company’s liability for any matter that cannot be excluded or limited under Applicable Regulations.
23.2 The Company will not be liable to the Client for any loss which arises as a result of:
a. The Company’s compliance with, or the exercising of any of the Company’s rights in accordance with, Applicable Regulations or this Agreement;
b. The Client’s negligence, fraud or breach of this Agreement or Applicable Regulations;
c. Any abnormal market condition or force majeure event;
d. any delays, delivery failures, or failures in transmission of any order or any other communication or any other loss or damage resulting from the transfer of data over mobile or other communications networks and facilities outside of of the Company’s control.
e. Any features, market data or third party content available on the Company’s Website, Platform or e-mails, are provided on an "as is" and "if available" basis.
23.3 Neither the Company nor the directors, officers, servants, agents or representatives of the Company shall be liable to the Client (except in the case of fraud) for any consequential, indirect, special, incidental, punitive or exemplary loss, liability or cost which the Client may suffer or incur arising from the act of omissions of the Company under this Agreement regardless of how such loss, liability or cost was caused and regardless of whether it was foreseeable or not. For the purposes of this paragraph, a loss, liability or cost includes any loss, liability or cost (as appropriate) arising from the Client being unable to sell Financial Instruments where the price is falling, or from not being able to purchase Financial Instruments where the price is rising, or from being unable to enter into or complete another trade which requires him to have disposed of or purchased the Financial Instruments or any other loss, liability or cost arising as a result of loss of business, profits, goodwill or data and any indirect, special, incidental, consequential, punitive or exemplary loss, liability or cost, whether arising from negligence, breach of contract or otherwise and whether foreseeable or not.
23.4 For the avoidance of doubt, the Company’s third party providers are not responsible for and have not participated in the determination of the Company’s prices and they exclude all warranties, undertakings or representations (either express or implied) relating to the Client’s use of the Company’s Platform or the ...
Company Liability. (a) The Company shall be liable for all debt, principal, interest, and other amounts owed to the Investor by Company pursuant to this Agreement, the Transaction Documents, or any other agreement, whether absolute or contingent, due or to become due, now existing or hereafter arising (the “Obligations”) and the Investor may proceed against the Company to enforce the Obligations without waiving its right to proceed against any other party. This Agreement and the Promissory Note are a primary and original obligation of the Company and shall remain in effect notwithstanding future changes in conditions, including any change of law or any invalidity or irregularity in the creation or acquisition of any Obligations or in the execution or delivery of any agreement between the Investor and the Company. The Company shall be liable for existing and future Obligations as fully as if all of the funds advanced by the Investor hereunder were advanced to the Company.
(b) Notwithstanding any other provision of this Agreement or any other Transaction Documents the Company irrevocably waives, until all obligations are paid in full, all rights that it may have at law or in equity (including, without limitation, any law subrogating the Company to the rights of Investor under the Transaction Documents) to seek contribution, indemnification, or any other form of reimbursement from the Company, or any other person now or hereafter primarily or secondarily liable for any of the Obligations, for any payment made by the Company with respect to the Obligations in connection with the Transaction Documents or otherwise and all rights that it might have to benefit from, or to participate in, any security for the Obligations as a result of any payment made by the Company with respect to the Obligations in connection with the Transaction Documents or otherwise. Any agreement providing for indemnification, reimbursement or any other arrangement prohibited under this Section shall be null and void. If any payment is made to the Company in contravention of this Section, the Company shall hold such payment in trust for the Investor and such payment shall be promptly delivered to the Investor for application to the Obligations, whether matured or unmatured.
Company Liability. Any enforceable debt or obligation for which the Company is liable or which is secured by any Company Property.
Company Liability. 23.1 Nothing in this Agreement excludes or limits the Company’s liability for any matter that cannot be excluded or limited under Applicable Regulations.
23.2 The Company will not be liable to the Client for any loss which arises as a result of:
Company Liability. You assume all risks of your participation in rail tour operations, travel services, accommodations, and other services, facilities, products, or events provided in connection with this Agreement (all of which are collectively referred to as the “Itinerary”), and you waive and release all claims that you may have or acquire against GCRC and its officers, directors, employees, and agents (all of whom are collectively referred to as the “Releasees”) arising from or related, directly or indirectly, to the Itinerary, including claims arising from the negligence of any Releasee, and including (without restriction) claims for or arising from personal injury, death, property damage, delay, inconvenience, advertising, misrepresentation, loss of revenue or profit, loss of enjoyment, upset, distress, or frustration, whether physical, mental, or otherwise, expenses, travel, or accommodation costs, claims for punitive damages, claims for unjust enrichment, profits, waiver of tort, non-monetary loss, injunctive relief, or any other form of remedy, subject only to the limited claims in respect of loss of luggage or cancellation by GCRC set out in sections 2 and 12 of this Agreement.
Company Liability. 15.1. The Company shall conclude Transactions in good faith and with due diligence but shall not be held liable for any act, omission or fraud by any person, firm or company from whom the Company receives instructions for the execution of the Client’s Orders or from which Transactions are carried out on behalf of the Client, unless to the extent where this would be the result of gross negligence, deliberate omission or fraud on the part of respect of claims of the Company’s gross negligence, deliberate omission or fraud will be limited to the aggregate amount of the deposits less withdrawals made by the Client in the relevant Account.
15.2. The Company shall not be held liable for any loss of opportunity as a result of which the value of the Client’s Financial Instruments could increase or for any reduction in the value of the Client’s Financial Instruments, regardless of how such decrease may arise, unless to the extent that such loss or reduction is directly due to deliberate acts or omissions by the Company or its employees.
15.3. The Client agrees to fully indemnify, defend and hold the Company, its partners and their respective companies and their respective officers, directors and employees harmless immediately on demand from and against all claims, demands liabilities, damages, losses, costs and expenses, including legal fees and any other charges whatsoever, howsoever caused, that may arise as a result of: (i) the execution of this Agreement; (ii) the provision of the Services; (iii) any breach of this Agreement by the Client; (iv) violation by the Client of any law or regulation or the rights of any third party; (v) use by the Client or an Authorized Person of the Services or Trading Platform or use by any other person accessing the Services or Trading Platform using Client’s or Authorized Person’s Access Codes; or (vi) Orders or instructions provided by the Client or an Authorized Person or any other person claiming to act in Client’s name.
15.4. In addition to any other remedy available, if the Client breaches any of these terms and conditions of this Agreement or the Company has reasonable grounds for suspecting that the Client had breached the terms and conditions of this Agreement, in addition to any other remedies available to the Company, the Company may retain any positive Balance then existing in the Client’s Account on account of any damages or other amounts owed by the Client to the Company pending investigation or the conclusion of any...
Company Liability. Our liability to you for each item is limited to the total price to be paid for such item, except liability is not excluded or limited in relation to death or personal injury caused by Our negligence. We are not liable for the fraudulent acts of Agents.
Company Liability. The Company's liability for the payment of benefits shall be defined only by the Agreement. The Company shall have no obligation to an Executive under the Agreement except as expressly provided in the Agreement.
Company Liability. The Company shall be liable for, and shall indemnify and hold harmless the Lilly Group from and against any liability for, Taxes which are allocated to the Company under this Section 2.
Company Liability. The Company will not be liable for any loss, liability or cost suffered or incurred by the Client as a result of providing Services to the Client unless the loss, liability or cost is caused by Company’s gross negligence, willful default or fraud committed while acting on Client’s instructions. The Company will not be liable for any loss, liability or cost which the Client may suffer or incur as a result of the negligence, willful default or fraud of any third party (including any broker, bank, agent, custodian, investment exchange, depository or clearing house, electronic payment provider) which the Company has taken reasonable care in appointing. Neither the Company nor any third party who acts on Company’s behalf in providing a Service to the Client, whether affiliated to the Company or not, nor the Company or its directors, officers, servants, agents or representatives, will be liable to the Client (except in the case of fraud) for any consequential, indirect, special, incidental, punitive or exemplary loss, liability or cost which the Client may suffer or incur arising out of Company’s acts or omissions under this Agreement, howsoever the loss, liability or cost is caused and regardless of whether it was foreseeable or not. For the purpose of this paragraph, the expression “consequential loss, liability or cost” includes any loss, liability or cost arising from Client being unable to sell Financial Instruments where the price is falling, or from not being able to purchase Financial Instruments where the price is rising, or from being unable to enter into or complete another transaction which requires the Client to have disposed of or purchased the Financial Instruments or any other loss arising as a result of loss of business, profits, goodwill or data and any indirect, special, incidental, consequential, punitive or exemplary loss, liability or costs, whether arising from negligence, breach of contract or otherwise and whether foreseeable or not. The Company shall not be liable for any economic loss or loss of opportunity as a result of which the value of the Client’s Financial Instruments might have increased or for any reduction (however great) in the value of the Client’s Financial Instruments, unless to the extent that such loss or reduction is directly due to deliberate omission or fraud by the Company. The Company shall not be held liable for any loss which is or which may be the result of deceit in relation to the facts or mistaken judgment or...
