Common use of Disclaimer; Standard of Care Clause in Contracts

Disclaimer; Standard of Care. None of the Managers nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managers, the Manager Designees or Indemnitees be liable to the Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or the Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of the Managers nor any of their respective Manager Designee Designees makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managersany Manager, the its Manager Designees or related Indemnitees be liable to the Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers such Manager or the its Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of Neither the Managers Manager nor any of their respective its Manager Designee Designees makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers Manager or the Manager Designees hereunder. In no event will the ManagersManager, the its Manager Designees or related Indemnitees be liable to the Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence negligence, bad faith or willful misconduct of the Managers or the Manager, its Manager Designees or related Indemnitees, as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of the Managers nor or any of their respective Manager Designee Designees makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managersany Manager, the its Manager Designees or related Indemnitees be liable to the Companies Holdings or any of their respective its affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers such Manager or the its Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None Neither of the Managers nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managers, the Manager Designees or Indemnitees be liable to the Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or the Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of Neither the Managers Manager nor any of their respective its Manager Designee Designees makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers Manager or the Manager Designees hereunder. In no event will the ManagersManager, the its Manager Designees or related Indemnitees be liable to the Companies Company or any of their respective its affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers Manager or the its Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of Neither the Managers Manager nor any of their respective its Manager Designee Designees makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers Manager or the Manager Designees hereunder. In no event will the ManagersManager, the its Manager Designees or related Indemnitees be liable to the Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers Manager or the its Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None Neither of the Managers nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managers, the Manager Designees or Indemnitees be liable to the Companies Company or any of their respective its affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or Managers, the Manager Designees or Indemnitees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of the Managers nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managers, the Manager Designees or Indemnitees be liable to the Companies Company or any of their respective its affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or the Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of the Managers nor any of their respective Manager Designee Designees makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managers, the Manager Designees or Indemnitees be liable to the Companies Company or any of their respective its affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or the Manager Designees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None Neither of the Managers nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers or the Manager Designees hereunder. In no event will the Managers, the Manager Designees or Indemnitees be liable to the Avaya Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or Managers, the Manager Designees or Indemnitees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of Neither the Managers Manager nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers Manager or the Manager Designees hereunder. In no event will the ManagersManager, the Manager Designees or Indemnitees be liable to the Companies Company or any of their respective its affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or Manager, the Manager Designees or Indemnitees as determined by a final, non-appealable determination of a court of competent jurisdiction.

Disclaimer; Standard of Care. None of Neither the Managers Manager nor any of their respective Manager Designee makes any representations or warranties, express or implied, in respect of the services to be provided by the Managers Manager or the Manager Designees hereunder. In no event will the ManagersManager, the Manager Designees or Indemnitees be liable to the Axcan Companies or any of their respective affiliates for any act, alleged act, omission or alleged omission that does not constitute gross negligence or willful misconduct of the Managers or Manager, the Manager Designees or Indemnitees as determined by a final, non-appealable determination of a court of competent jurisdiction.