Guarantees and Indemnities. (a) The Company is not a party to and is not liable (including contingently) under a guarantee, indemnity or other agreement to secure or incur a financial or other obligation with respect to another person’s obligation.
(b) No part of the loan capital, borrowing or indebtedness in the nature of borrowing of the Company is dependent on the guarantee or indemnity of, or security provided by, any person.
Guarantees and Indemnities. 22.1 In consideration of the Purchaser entering into this Agreement at the request of GTC, GTC hereby undertakes to the Purchaser that the Vendor shall perform its obligations and meet its liabilities under the provisions of this Agreement.
22.2 If the Vendor shall fail in any respect to perform any such obligations or meet any such liabilities under this Agreement or breach any of the Warranties then GTC shall forthwith perform or take any steps necessary or desirable to achieve the due and faithful performance of the obligations or satisfaction of the liabilities of the Vendor and GTC shall indemnify and hold indemnified the Purchaser against any losses, damages, costs, charges and expenses for which the Vendor would have been liable arising out of or in connection with the said failure or breach.
22.3 In consideration of the Vendor entering into this Agreement at the request of Kaneb and STOP, each of Kaneb and STOP hereby jointly and severally undertake to the Vendor and to GTC that the Purchaser shall perform its obligations and meet its liabilities under the provisions of this Agreement.
22.4 If the Purchaser shall fail in any respect to perform any such obligations or meet any such liabilities under this Agreement then Kaneb and STOP shall forthwith perform or take any steps necessary or desirable to achieve the due and faithful performance of the obligations or satisfaction of the liabilities of the Purchaser and Kaneb and STOP shall each indemnify and hold indemnified the Vendor against any losses, damages, costs, charges and expenses for which the Purchaser would have been liable arising out of or in connection with the said failure or breach.
22.5 In consideration for GTC guaranteeing the obligations and Warranties of the Vendor to the Purchaser under sub-clauses 22.1 and 22.2 above at the request of the Purchaser and Kaneb, the Purchaser shall use all reasonable endeavours to procure that GTC is released and discharged from the GTC Guarantees, and without prejudice to the generality of the foregoing, Kaneb shall provide such guarantee (or other suitable guarantee from within the Kaneb group of companies) as may be required for that purpose, provided that such guarantee is no more onerous than the current GTC Guarantee. Pending such release and discharge each of the Purchaser and Kaneb hereby jointly and severally indemnifies and shall hold GTC fully indemnified from and against any and all actions, proceedings, losses, damages, liabilities, obl...
Guarantees and Indemnities. 11.2.1 No Group Company is a party to or is liable (including, without limitation, contingently) under a guarantee, indemnity or other agreement to secure or incur a financial or other obligation with respect to another person's other than a Group Company's obligation.
11.2.2 No part of the loan capital, borrowing or indebtedness in the nature of borrowing of a Group Company is dependent on the guarantee or indemnity of, or security provided by, another person other than a Group Company.
Guarantees and Indemnities. The Company is not a party to and is not liable under a guarantee, indemnity or other agreement to secure or incur a financial or other obligation with respect to another person’s obligation.
Guarantees and Indemnities. The Charterers shall arrange for the execution of such guarantees or indemnities as may from time to time be required by any protection and indemnity or war risks association.
Guarantees and Indemnities. (a) The Company is not a party to and is not liable (including contingently) under a guarantee, indemnity or other agreement to secure or incur a financial or other obligation with respect to another person’s obligation.
(b) No part of the loan capital, borrowing or indebtedness in the nature of borrowing of the Company is dependent on the guarantee or indemnity of, or security provided by, another person.
Guarantees and Indemnities. 10.1. The Client guarantees that:
10.1.1. it is fully entitled to upload the Images and that it has obtained any necessary consents with respect to any individual’s data protection and the protection of privacy;
10.1.2. the Images are correct, complete, unencumbered and not limited or restricted by, and do not infringe upon, any third parties’ rights, including IP Rights, and the use of the Images by Bright River is not in any other way unlawful in respect of third parties;
10.1.3. it will keep secure all Login details and any passwords, codes and related instructions provided by Bright River or used in relation with the Service;
10.1.4. it will never submit Images that:
10.1.4.1. are in any way discriminating, offensive and/or obscene;
10.1.4.2. contain violent or unlawful content; or
10.1.4.3. harm the interests and reputation of Bright River
10.1.5. it will not intentionally use or enable or demand any third party to use or enable viruses, Trojan horses, worms, bots, or other software which may cause damage to the Service, the Website, or any other technical aid which may render them inaccessible or which are intended to circumvent technical protective measures;
10.1.6. will not carry out activities which may impede the functionality of the Service; and
10.1.7. will not use applications that monitor the Service or that copy parts of them.
10.2. The Client shall indemnify Bright River and hold Bright River harmless from and against any and all costs (including reasonable legal fees) and damages incurred by Bright River as a result of:
10.2.1. any third party claim which is made against Bright River in connection with an (alleged) attributable breach by the Client of the guaranteed obligations under the Agreement;
10.2.2. any and all costs and damages which Bright River may incur as a result of the Client’s breach of the guarantees contained in clauses 10.1.1, 10.1.2, 10.1.3 and 10.1.4, or the Client’s unauthorized use of the Service.
10.3. Bright River guarantees to:
10.3.1. not intentionally include or build in or have included or built in the Material any i) viruses, Trojan horses, worms, bots or other harmful software or, ii) any commercial solicitation, chain letters, mass mailings, or any form of “spam”;
10.3.2. impose on the members of its Service Network:
10.3.2.1. the obligation with respect to IP Rights as per clause 7.3 of these Terms and Conditions; and
10.3.2.2. the confidentiality obligation as per clause 13.2 of these Terms and Conditions.
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Guarantees and Indemnities. PLC and NV agree, without prejudice to sub-clause 4.4(b), that any guarantees or indemnities which are given by them shall normally be given on a joint and several basis. PLC and NV shall not be required to give any guarantee or indemnity at the request of the other or at the request of any member of the Xxxx Elsevier Group or the Finance Group.
Guarantees and Indemnities. 13.2.1 The Company is not a party to nor has any Liability (including, without limitation, any contingent Liability) under any guarantee, indemnity or other agreement to secure, or otherwise incur financial or other obligations with respect to, an obligation of a third party (including the Sellers and the Sellers’ Affiliates).
13.2.2 None of the borrowings or indebtedness in the nature of borrowing of the Company is dependent on the guarantee or indemnity of, or any security provided by, the Sellers or a third party.
Guarantees and Indemnities. During its normal course of business, the Company has made certain guarantees, indemnities and commitments under which it may be required to make payments in relation to certain transactions. These indemnities include intellectual property and other indemnities to the Company’s customers and distribution network partners in connection with the sales of its products, and indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease.
