INDEMNITY AND LIMITATION ON LIABILITY. 13.1 The Bank shall not be liable for any Loss incurred by the QFII Applicant arising out of transfer, clearing or settlement in respect of the Investments as a result (directly or indirectly) of causes beyond its control including any acts, errors, default or omissions of the CSDCC, CSRC, SAFE, the stock exchanges, the clearing bank of CSDCC and other Authorities, any PRC Broker, the Global Custodian, the QFII Applicant, a Fund, any Interest Holders or the failure of any securities system to effect a settlement or any acts or omissions of such securities system. For the avoidance of doubt and notwithstanding any provisions herein to the contrary, the Bank shall not be liable to the QFII Applicant, a Fund or any Interest Holders for any consequential or indirect or special Losses (including any loss of profits, goodwill, reputation, business opportunity or anticipated saving), arising out of or in connection with this Agreement, whether or not the Bank has been advised of the possibility of such Loss.
13.2 The QFII Applicant, in its capacity as the QFII and on behalf of the Funds, hereby undertakes to ratify and confirm whatever the Bank may do in accordance with any instructions given by the QFII Applicant or a Fund to the Bank through the Global Custodian, in compliance with the requirements under the Relevant Regulations and Applicable Laws or directions of the Authorities and in the proper performance or exercise of its powers.
13.3 The QFII Applicant and each of the Funds hereby declare and covenant at all times hereafter to indemnify and hold the Bank harmless from and against all Losses suffered by the Bank arising out of or in connection with the proper performance or exercise of its said powers or services or any actions taken by the Authorities against the Bank arising from breach of any Relevant Regulations and Applicable Laws by the QFII Applicant or the Funds or any erroneous transactions executed by any PRC Broker or failure of settlement, provided, however, that QFII Applicant or a Fund shall have no duty to indemnify Bank for any Losses arising out of Bank’s negligence, willful misconduct or breach of this Agreement. In no case shall a Fund indemnify the Bank for Losses arising out of breach of any Relevant Regulations and Applicable Laws by another Fund. This indemnity shall continue notwithstanding the termination of this Agreement.
13.4 All the parties hereto acknowledge and agree that all liabilities of a Fund arising, directly or indir...
INDEMNITY AND LIMITATION ON LIABILITY. 1. The Subscriber hereby indemnifies and holds Celtic Broadband harmless against any and all liabilities, expenses, losses, injury, damage, fines, penalties and claims of whatsoever nature and howsoever arising from or connected with the Equipment, or the use or possession thereof and/or the use of the Service and whether or not such claims are caused by any act or omission of the Subscriber or anyone else and whether the claim is based on contract, tort or other grounds.
2. Liability is neither restricted nor excluded for death or personal injury resulting from any act or omission by Celtic Broadband or the acts or omissions of Celtic Broadband representatives or contractors while acting on its behalf.
3. To the fullest extent permitted by applicable law, neither Celtic Broadband nor any of its directors, employees, servants, agents, affiliates or other representatives and/or their respective parent and subsidiary companies will be liable for loss or damages arising out of or in connection with the use of, or inability to use, the Equipment and/or the Service including, but not limited to, direct, indirect or consequential loss or damages, loss of data, income, profit or opportunity, loss of or damage to property and claims of third parties, even if Celtic Broadband has been advised of the possibility of such loss or damages, or such loss or damages were reasonably foreseeable.
4. Celtic Broadband shall not be liable for failure to comply with undertakings under this Agreement if hindered from doing so by something outside its reasonable control. Matters outside its reasonable control will include but not be limited to lightning, flood or severe weather conditions, fire or explosion, civil disorder, terrorist activity, war, actions of local or national government or industrial disputes, performance of leased or rented telecommunications services or network or other operators, and Internet network, outside of Celtic Broadband’s Equipment, is beyond its reasonable control.
INDEMNITY AND LIMITATION ON LIABILITY. 1. The Subscriber hereby indemnifies and holds Comharchumann Xxxx Xxxxxx Xxxxxxxx harmless against any and all liabilities, expenses, losses, injury, damage, fines, penalties and claims of whatsoever nature and howsoever arising from or connected with the Equipment, or the use or possession thereof and/or the use of the Service and whether or not such claims are caused by any act or omission of the Subscriber or anyone else and whether the claim is based on contract, tort or other grounds.
2. Liability is neither restricted nor excluded for death or personal injury resulting from any act or omission by Kerry Broadband or the acts or omissions of Comharchumann Xxxx Xxxxxx Xxxxxxxx representatives or contractors while acting on its behalf.
3. To the fullest extent permitted by applicable law, neither Comharchumann Dhún Chaoin Teoranta nor any of its directors, employees, servants, agents, affiliates or other representatives and/or their respective parent and subsidiary companies will be liable for loss or damages arising out of or in connection with the use of, or inability to use, the Equipment and/or the Service including, but not limited to, direct, indirect or consequential loss or damages, loss of data, income, profit or opportunity, loss of or damage to property and claims of third parties, even if Comharchumann Xxxx Xxxxxx Xxxxxxxx has been advised of the possibility of such loss or damages, or such loss or damages were reasonably foreseeable.
4. Comharchumann Dhún Chaoin Teoranta shall not be liable for failure to comply with undertakings under this Agreement if hindered from doing so by something outside its reasonable control. Matters outside its reasonable control will include but not be limited to lightning, flood or severe weather conditions, fire or explosion, civil disorder, terrorist activity, war, actions of local or national government or industrial disputes, performance of leased or rented telecommunications services or network or other operators, and Internet network, outside of Comharchumann Dhún Chaoin Teoranta’s Equipment, is beyond its reasonable control.
INDEMNITY AND LIMITATION ON LIABILITY. Counterparty agrees to indemnify and hold harmless Dealer, its affiliates and their respective directors, officers and employees (Dealer and each such person being an “Indemnified Party”) from and against any and all losses, claims, damages and liabilities, joint or several, to which such Indemnified Party become subject, which directly relate to or arise out of any breach by Counterparty of any material provision of this Master Confirmation, any Supplemental Confirmation or the Agreement (including Counterparty’s material representations and warranties), and will reimburse any Indemnified Party for all reasonable expenses (including reasonable legal fees and expenses within 30 days, upon written request, after they are incurred in connection with the investigation of, preparation for or defense or settlement of any claim, suit or proceeding arising therefrom, to which such Indemnified Party is a party thereto and whether or not such claim, suit or proceeding is initiated or brought by or on behalf of Counterparty. Counterparty will not be liable under the foregoing indemnification provision to the extent that any loss, claim, damage, liability or expense (x) is found in a final judgment by a court of competent jurisdiction to have resulted from the Indemnified Party’s breach of a material term of this Master Confirmation, any Supplemental Confirmation or the Agreement, willful misconduct, bad faith or gross negligence or (y) arise out of any dispute among Indemnified Parties that did not involve actions or omissions of Counterparty (and in either case, such Indemnified Party shall promptly return to Counterparty any amounts previously received from Counterparty hereunder). The provisions of this Section 8(h) shall survive completion of each Transaction contemplated by this Master Confirmation. Notwithstanding any other provision herein, neither Counterparty nor Dealer will be liable for special, indirect, punitive, exemplary, or consequential damages, or incidental losses or damages of any kind, even if advised of the possibility of such losses or damages or if such losses or damages could have been reasonably foreseen.
INDEMNITY AND LIMITATION ON LIABILITY. 7.1 The Supplier will indemnify Merlin in full against all costs, expenses, damages and losses, including any interest, fines, reasonable legal and other professional fees and expenses awarded against or incurred or paid by Xxxxxx as a result of or in connection with:
7.1.1 any claim made against Merlin by a third party (including guests at Merlin attractions and employees, agents, subcontractors and suppliers of Merlin or the Supplier) for death or personal injury arising out of or in connection with the supply of the Goods or the provision of the Services to the extent that such claim arises out of the breach, negligent performance or failure or delay in performance of a Contract by the Supplier, its employees, agents, or subcontractors; and
7.1.2 any claim made against Merlin by a third party that the Goods, the Deliverables, and/or Services and/or any other Intellectual Property Rights of the Supplier infringe, or their receipt, import, export, use, onward supply, or resale by Xxxxxx infringes, the Intellectual Property Rights or other rights of any individual, firm, company or other third party.
7.2 Upon a third party threatening or bringing a claim in respect of which the Supplier has given an indemnity pursuant to a Contract:
7.2.1 Xxxxxx will use reasonable endeavours to notify the Supplier in writing as soon as reasonably practicable upon becoming aware of the claim (stating in reasonable detail the nature of the claim and, if practicable, the amount of the claim);
7.2.2 Merlin may, at its sole option, either
(a) elect to retain control of the defence and settlement of the claim; or
(b) require the Supplier to assume control of the defence and settlement of the claim;
7.2.3 Where Merlin elects to retain control of the defence and settlement of the claim pursuant to Condition 7.2.2(a):
(a) Xxxxxx may defend and/or settle the claim in such manner as Xxxxxx may deem appropriate, at the cost and expense of Supplier, including payment of any settlement, judgment or award and the costs of defending or settling the claim, and the Supplier will promptly reimburse Merlin upon demand for all losses suffered or incurred by Xxxxxx as a result of or in connection with the claim; and
(b) The Supplier will give, at its own expense, all reasonable assistance requested by Xxxxxx in connection with the defence and settlement of the claim;
7.2.4 Where Merlin requires the supplier to assume control of the of the defence and settlement of the claim pursuant to Conditi...
INDEMNITY AND LIMITATION ON LIABILITY. You agree to indemnify and hold harmless Coronation Registrars, its officers, directors, employees, and assigns, from and against any losses, damages, fines and expenses (including attorney's fees and costs) arising out of or relating to any claims that you have used the Services in violation of another party's rights, in violation of any law, in violations of any provisions of the Agreement, or any other claim related to your use of the Service, except where such use is authorized by Coronation Registrars Limited. Coronation Registrars is not liable for any damages that may occur to you as a result of your misuse of our website. We reserve the right to edit, modify, and change this Agreement at any time. We shall let you know of these changes through electronic mail.
INDEMNITY AND LIMITATION ON LIABILITY. 7.1 Vendor hereby agrees to fully indemnify, protect, defend and hold the Company, its promoters, directors, officers, agents or representatives harmless from and against any and all actions, claims, demands, proceedings, liabilities or judgments and any and all losses, damages, costs (including but not limited to attorney costs), charges and expenses of whatever nature and in whichever jurisdiction which may be instituted, made or alleged against, or which are suffered or incurred by Vendor, its promoters, directors, officers, agents or representatives and which result, relate to or arise from any breach of the provisions of this Agreement or on account of any claims made by a Customer in relation to or in connection with the Product(s) using the Platform maintained and operated by the Company.
7.2 The Parties agree that the Company has allowed the Products of the Vendor to be displayed and sold through the Platform on the basis of the representations and information provided by Vendor and that such representations and information are the essence of this Agreement. Accordingly, it is expressly agreed by the Company that Vendor shall be liable or responsible for any loss, injury or damage to the Company, Customer or any other third party, whomsoever, arising on account of any transaction undertaken pursuant to this Agreement or as a result of the Products being in any way damaged, defective, infringing/violating any laws/ regulations/ intellectual property rights of any third party, whether directly or indirectly. Vendor further acknowledges and agrees that it shall be solely liable for any claims, damages, allegation arising out of the Products offered for sale through the Page on the Platform (including but not limited to quality, quantity, price, merchantability, use for a particular purpose, or any other related claim) and shall hold the Company harmless and indemnified against all such claims, losses and damages. Further, Vendor shall not under any circumstance be liable for any claims, damages arising out of any negligence, misconduct or misrepresentation by the Company or any of its representatives.
7.3 The Company under no circumstances shall be liable to Vendor for any loss and/or anticipated loss of profits, or for any direct or indirect, incidental, consequential, special or exemplary damages arising from the subject matter of this Agreement, regardless of the type of claim and even if Vendor has been advised of the possibility of such damages, ...
INDEMNITY AND LIMITATION ON LIABILITY. 21.1 Each WCA shall, subject to clause 21.2, be responsible for, and shall release and indemnify the WDA, its employees, agents and contractors on demand from and against all liability for:
21.1.1 death or personal injury;
21.1.2 loss of or damage to property (including property belonging to the WDA for which it is responsible), which may arise out of or in consequence of performance or non-performance by the indemnifying WCA of its obligations under this IAA or in the presence on the Facilities or Organic Waste Facilities of the WCAs and/or any contractor employed by the WCAs.
21.2 The WCAs shall not be responsible for or be obliged to indemnify the WDA, its employees, agents or contractors, for any injury, loss, damage, cost and expense caused by negligence or wilful misconduct of the WDA, its employees, agents or contractors or by the breach of the WDA its employees, agents or contractors of its obligations under this IAA.
21.3 The WDA shall, subject to clause 21.4 be responsible for, and shall release and indemnify the WCAs, their employees, agents and contractors on demand from and against all liability for:
21.3.1 death or personal injury;
21.3.2 loss of or damage to property (including property belonging to the WCA for which it is responsible), which may arise out of or in consequence of performance or non-performance by the WDA of its obligations under this IAA or during the presence in the Facilities or Organic Waste Facilities of the WCAs and/or any contractor employed by the WCAs. [SP Note: Consistency with 21.1.2]
21.4 The WDA shall not be responsible for or be obliged to indemnify the WCAs, their employees, agents or contractors, for any injury, loss, damage, cost and expense caused by negligence or wilful misconduct of a WCA, its employees, agents or contractors, or a contractor of a WCA (its employees, agents or contractors) or by the breach of a WCA (its employees, agents or contractors) of its obligations under this IAA.
21.5 In no circumstance shall any WCA be liable:
21.5.1 to any other WCA pursuant to the IAA and nothing in this IAA shall be deemed or construed to imply any liability as between the WCAs; or
21.5.2 to the WDA except to the extent that the WDA is expressly liable to the Relevant Contractor as provided in this IAA and the liability of the WCAs and each of them is limited accordingly.
21.6 The liability of the WCAs under this IAA and of each of them shall be subject to the same limitations of liability and defences availabl...
INDEMNITY AND LIMITATION ON LIABILITY. The Contractor shall indemnify and keep indemnified the Client against all actions, proceedings, costs, claims, demands, liabilities, losses and expenses whatsoever whether arising in tort (including negligence) default or breach of contract or breach of Law arising out of or in connection with any act or omission of the Contractor or its Representatives under the Agreement. An indemnity by either party under any provision of the Agreement shall be without limitation to any indemnity by that party under any other provision of the Agreement. The Contractor shall not be obliged to indemnify the Client: if and to the extent the claim arises as a result of the Contractor acting on the express instructions of the Client or its Representative (which shall not include anything contained in the Agreement) in its capacity as a counterparty to the Agreement; and to the extent that the claim is caused by the negligence or willful misconduct of the Client or its Representative or a breach of the Agreement by the Client or its Representative. The aggregate liability of the Contractor whether arising from tort (including negligence), breach of contract or otherwise under or in connection with the Agreement shall except under clause 19.8 where its liability shall be unlimited in no event exceed [ten million pounds (£10,000,000)][(indexed)]. Notwithstanding any other provision of the Agreement, the parties shall not be liable to the other party to the extent permitted by Law in connection with the Agreement and/or any documents entered into pursuant to or in connection with the Agreement for any indirect, special or consequential loss or damage which includes, but is not limited to, any loss of profit, revenue, anticipated savings, use, contract, goodwill or business opportunities (whether direct or indirect). The aggregate liability of the Client whether arising from tort (including negligence), breach of contract or otherwise under or in connection with the Agreement shall except under clause 19.8 where its liability shall be unlimited in no event exceed [one million pounds (£1,000,000)][(indexed)]. Each party shall at all times take all reasonable steps to minimise and mitigate any loss or damage for which the relevant party is entitled to bring a claim against the other party pursuant to the Agreement. Notwithstanding any other provision of the Agreement neither party limits or excludes its liability for: fraud or fraudulent misrepresentation; loss of or damage to pro...
INDEMNITY AND LIMITATION ON LIABILITY. 7.1 The HOME Business (and on behalf of the Worker) indemnifies HOST Business, its officers, servants, employees and agents and shall at all times keep HOST Business, its officers, servants, employees and agents indemnified against any liability, loss, claim or proceedings whatsoever (including legal costs on a full indemnity basis) arising directly from:
7.1.1 any breach of this Agreement by the Worker;
7.1.2 any breach of statute, breach of statutory duty or any unlawful or criminal act or omission by the Worker or any other person for whose acts or omissions the Worker is vicariously liable;
7.1.3 any infringement of HOST Business’ or any third party’s intellectual property rights; or
7.1.4 claims and demands resulting from any accident, damage, death or injury occurring in connection with the services provided by the Worker.
7.2 Without limiting clause 8, HOST Business will not be liable for any indirect or consequential loss, damage, costs or expenses awarded against, or incurred by the Worker under, or as a result of this Agreement, including without limitation, loss of revenue or profits, loss of goodwill, loss of information or failure to realise anticipated benefits or savings.
7.3 To the fullest extent permitted by law the HOME Business unconditionally and irrevocably releases and discharges HOST Business from all claims and liabilities outside the scope of the agreed limitations under this clause 8.
7.4 The indemnity and release contained in this clause 8 shall be continuous and survive the expiry or termination of this Agreement.
