Independent Organizations. Lender and Borrower are separate corporate entities and independent contracting parties. Borrower acknowledges that the conduct of Borrower and its employees and agents, and any other legal obligations of Borrower, are the sole responsibility of Borrower. This Agreement and its performance will not create a partnership, joint venture, employment, fiduciary, or similar relationship for any purpose.
Independent Organizations. The parties shall remain independent non-profit organizations and the relationship among them under this MOA shall be as cooperating entities and not as partners. Each organization shall remain responsible for its own expenses not associated with the Aggregation.
Independent Organizations. It is understood and agreed that Baxter and Acambis are deemed to be independent parties in all their operations and activities hereunder; that Xxxxxx’x employees performing work hereunder shall deemed to be Xxxxxx’x employees exclusively with no relation to Acambis and that Acambis’ employees performing work hereunder shall be deemed to be Acambis’ employees exclusively with no relation to Baxter. Xxxxxx’x employees shall be paid by Baxter for all services in connection with this Agreement and Baxter shall be responsible for all obligations and reports covering Social Security, unemployment insurance, worker’s compensation, income tax, and other reports and deductions required by state, U.S. federal, or foreign law. Acambis’ employees shall be paid by Acambis for all services in connection with this Agreement and Acambis shall be responsible for all obligations and reports covering Social Security, unemployment insurance, worker’s compensation, income tax, and other reports and deductions required by state, U.S. federal, or foreign law.
Independent Organizations. Each Party to this Agreement is an independent organization and this Agreement shall not be construed as creating a joint venture, partnership or agency relationship between the Parties hereto nor shall either Party have the right, power or authority to create any obligation or duty, express or implied, on behalf of the other.
Independent Organizations. (a) UNLV, UNLVSOM, and UNLV Medicine acknowledge that each is an independent entity and agree neither shall be liable, nor shall be held out by the other as liable, for any of the other’s contracts, obligations, torts, or other acts or omissions, or those of the other’s trustees, directors, officials, employees, agents, or representatives.
(b) Neither Party shall act as the agent or representative of the other Party or otherwise purport to act on such other Party’s behalf, except as otherwise expressly authorized in writing by a dulydesignated representative of such Party.
(c) Nothing contained herein shall be construed to provide that any member of UNLV or UNLVSOM’s Faculty, residents, or student body is acting as an agent of UNLV Medicine, or that any UNLV Medicine employees are acting as agents of UNLV or UNLVSOM, when providing care to patients in UNLV or UNLVSOM facilities or as a part of an approved UNLV or UNLVSOM program.
(d) In accordance with the Nevada Limited Waiver of Sovereign Immunity, NRS 41.0305, et. seq., when acting in the performance of their duties and within the scope of their employment or training, including clinical services provided to UNLV Medicine under this Agreement or other contracts by and between the Parties, UNLVSOM Faculty members, resident physicians and staff shall be considered public employees of University, and the cost of defense and payment of claims or judgments shall be made on their behalf through insurance policies or University funds maintained for that purpose unless the public employee is determined to have acted in a willful or wanton manner. UNLV Medicine employees (non-physician, non-faculty clinical staff hired to provide administrative and clinical support services) shall be covered by professional liability coverage obtained by UNLV Medicine through NSHE Risk Management Services, and UNLV Medicine shall reimburse UNLVSOM for those UNLV Medicine employees in a frequency as mutually agreed upon between UNLV Medicine and UNLVSOM.
(e) The Parties agree that neither Party, including such Party’s directors, officers, employees, and agents, shall take any action that would impair or impinge upon the independence, discretion, business judgment, and fiduciary obligations of the directors and officers of the other Party, except as required by or provided for in this Agreement, NSHE policies, or in other agreements entered into by the Parties.
(f) Anything herein to the contrary notwithstanding, the Parties commi...
Independent Organizations. Client and School are separate corporate entities and independent contracting parties. School agrees that the conduct of School and its employees and agents, and any other legal obligations of School, are the sole responsibility of School. This Agreement and its performance will not create a partnership, joint venture, employment, fiduciary, or similar relationship for any purpose.
Independent Organizations. The Collaborators will continue to operate as completely independent entities, and neither may serve as an agent for the other. Neither party shall assign, sublet, or otherwise transfer in whole or in part this Agreement.
Independent Organizations. Client and Chapter expressly acknowledge and agree that Client and Chapter are, and intend to remain, separate corporate entities. Chapter agrees that the
Independent Organizations. You and CLBL are and will remain independent contracting persons. You and CLBL are not running a business together, and this Agreement and its performance will not create a partnership, joint venture, employment, fiduciary, or similar relationship for any purpose.
Independent Organizations. Foundation and Chapter expressly acknowledge and agree that Foundation and Chapter are, and intend to remain, separate legal and corporate entities. Chapter agrees that the conduct of Chapter and its employees, officers, directors, representatives, members, and agents, and any other legal obligations of Chapter, are the sole responsibility of Chapter. The relationship of Chapter and Foundation under this Agreement is that of independent contracting parties. Neither Chapter nor Foundation shall be deemed to be an employee, agent, partner, or legal representative of the other for any purpose and neither shall have any right, power, or authority to create any obligation or responsibility on behalf of the other.
