Indemnity; Limitations on Liability Sample Clauses

Indemnity; Limitations on Liability. Subject to the terms hereof, the Indemnitors hereby agree to indemnify and hold harmless the Company and the Operating Partnership from any damage, expense, loss, cost, claim or liability (each a "Claim") suffered or incurred by the Company or the Operating Partnership as a result of any inaccuracy in any representation or warranty contained in Sections 1, 2 and 3 herein. Notwithstanding anything to the contrary contained herein, (a) the liability of the Indemnitors shall hereunder be joint and several and (b) the maximum liability of the Indemnitors collectively shall not exceed $20,000,000 and shall be satisfied exclusively from, and recourse of the Company and the Operating Partnership shall be limited exclusively to, the rights of the Indemnitors to the Units pledged by the Indemnitors pursuant to a Pledge Agreement (the "Pledge Agreement") in the form of Exhibit A attached hereto. The Indemnitors shall not have any personal liability to the Company or the Operating Partnership under the terms of this Agreement and the Indemnitors shall not have any liability resulting from any Claims or other assertion of liability under this Agreement unless and until such damages shall exceed in the aggregate $250,000. The liability of the Indemnitors hereunder is expressly limited to the actual out-of-pocket expenses, damages, losses, costs or liabilities suffered or incurred by the Company or the Operating Partnership (after application of any insurance proceeds (including, without limitation, reasonable attorney's fees and expenses and other costs incurred in defending any claims) as a result of a breach by an Indemnitor of any of the representations and warranties set forth in Sections 1, 2 or 3 hereof and with respect to which a claim is made in accordance with Section 5 hereof, and the Indemnitors shall not be liable to the Company or the Operating Partnership under this Agreement for any indirect, special, consequential, loss of profits, loss of value or other similar speculative damages asserted or claimed by the Company or the Operating Partnership.
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Indemnity; Limitations on Liability. 13.1. If there is any failure or omission by the Customer to perform or procure the performance of its obligations under this Agreement, or if there is a breach by any Passenger of any of the regulations, laws, directions or conditions referred to in this Agreement, then the Customer shall indemnify and keep indemnified JetBee Czech against all claims, demands, liabilities, actions, proceedings, costs and damages of any kind whatsoever which may result from any such failure, omission, breach or other default, including but not limited to any costs incurred by JetBee Czech in returning or transporting Passengers to its origin point or any other place required by any immigration, customs or other relevant authority.
Indemnity; Limitations on Liability. 14.1 Subject to the limitations on liability set out in this Agreement, the Delivering Party indemnifies and holds harmless the Receiving Party and its Representatives from and against any and all Losses incurred by them in connection with or arising out of the gross negligence or wilful misconduct of the Delivering Party or its affiliates in the provision of the Services or the breach by the Delivering Party of its obligations under this Agreement.
Indemnity; Limitations on Liability. Subject to the terms hereof, the ----------------------------------- Indemnitors hereby agree to indemnify and hold harmless the REIT and the Operating Partnership (each, a "Covered Party") from any damage, expense, loss, cost, claim or liability (each a "Claim") suffered or incurred by any Covered Party as a result of (i) any inaccuracy in any representation or warranty contained herein, in any Grantor Agreement or in the Pledge Agreement, (ii) any breach or nonfulfillment by any Grantor of any of its covenants, agreements or other obligations contained in or made pursuant to any Grantor Agreement or the Pledge Agreement and (iii)
Indemnity; Limitations on Liability. 13.1. If there is any failure or omission by the Customer to perform or procure the performance of its obligations under this Agreement, or if there is a breach by any Passenger of any of the regulations, laws, directions or conditions referred to in this Agreement, then the Customer shall indemnify and keep indemnified Jet Exchange against all claims, demands, liabilities, actions, proceedings, costs and damages of any kind whatsoever which may result from any such failure, omission, breach or other default, including but not limited to any costs incurred by Jet Exchange in returning or transporting Passengers to its origin point or any other place required by any immigration, customs or other relevant authority.
Indemnity; Limitations on Liability. 1.10.1 Customer Indemnity. Customer shall indemnify, defend and hold Totara Learning and its officers, directors, agents and employees harmless from and against all claims, suits, demands, actions, proceedings, judgments, penalties, damages, losses, liabilities, costs and expenses (including, without limitation, reasonable legal and expert witness fees) resulting from any and all third-party claims arising from or relating to:
Indemnity; Limitations on Liability. 13.1. If there is any failure or omission by the Customer to perform or procure the performance of its obligations under this Agreement, or if there is a breach by any Passenger of any of the regulations, laws, directions or conditions referred to in this Agreement, then the Customer shall indemnify and keep indemnified Wijet against all claims, demands, liabilities, actions, proceedings, costs and damages of any kind whatsoever which may result from any such failure, omission, breach or other default, including but not limited to any costs incurred by Wijet in returning or transporting Passengers to its origin point or any other place required by any immigration, customs or other relevant authority.
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Indemnity; Limitations on Liability. 13.1 If there is any failure or omission by the Customer to perform or procure the performance of its obligations under this Agreement, or if there is a breach by any Passenger of any of the regulations, laws, directions or conditions referred to in this Agreement, then the Customer shall indemnify and keep indemnified Blink against all claims, demands, liabilities, actions, proceedings, costs and damages of any kind whatsoever which may result from any such failure, omission, breach or other default, including but not limited to any costs incurred by Blink in returning or transporting Passengers to its origin point or any other place required by any immigration, customs or other relevant authority.
Indemnity; Limitations on Liability 

Related to Indemnity; Limitations on Liability

  • Limits on Liability EXCEPT FOR THE INDEMNIFICATION PROVISIONS HEREIN THIS AGREEMENT, NEITHER PARTY IS LIABLE UNDER THIS AGREEMENT FOR ANY LOST PROFITS, LOSS OF DATA, OR ANY INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, EXCEPT FOR ANY WILLFUL UNAUTHORIZED DISCLOSURE OF CONFIDENTIAL INFORMATION OR LICENSEE’S WILLFUL BREACH. EXCEPT FOR THE INDEMNIFICATION PROVISIONS HEREIN, LICENSOR’S AGGREGATE LIABILITY IN CONNECTION WITH THIS AGREEMENT UNDER ANY THEORY OF LIABILITY (INCLUDING BREACH OF CONTRACT OR INDEMNITY) IS LIMITED TO THE AGGREGATE OF FEES PAID BY LICENSEE TO LICENSOR. UNDER NO CIRCUMSTANCES WILL LICENSOR (OR ITS AGENTS) HAVE LIABILITY RELATING TO PRODUCT USED OR DISTRIBUTED BY LICENSOR OR BY THIRD PARTIES.

  • Limitation on Liability The Company and the Underwriters agree that it would not be just and equitable if contribution pursuant to this Section 7 were determined by pro rata allocation (even if the Underwriters were treated as one entity for such purpose) or by any other method of allocation that does not take account of the equitable considerations referred to in paragraph (d) above. The amount paid or payable by an Indemnified Person as a result of the losses, claims, damages and liabilities referred to in paragraph (d) above shall be deemed to include, subject to the limitations set forth above, any legal or other expenses incurred by such Indemnified Person in connection with any such action or claim. Notwithstanding the provisions of this Section 7, in no event shall an Underwriter be required to contribute any amount in excess of the amount by which the total underwriting discounts and commissions received by such Underwriter with respect to the offering of the Securities exceeds the amount of any damages that such Underwriter has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. The Underwriters’ obligations to contribute pursuant to this Section 7 are several in proportion to their respective purchase obligations hereunder and not joint.

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