Legal Representation and Liability Sample Clauses

Legal Representation and Liability. The respective attorney’s office for each jurisdiction shall provide legal support and representation for the Inspections Department and its employees, with responsibility determined on the basis of the location of the property from which the legal action or need for legal advice arises. The City shall handle Claims regarding property located within the City, and the County shall have no responsibility or liability regarding such Claims. The County shall handle Claims regarding property located outside the City and within the unincorporated areas of Durham County, and the City shall have no responsibility or liability regarding such Claims. Under no circumstance shall the attorney’s office for one jurisdiction be required to provide legal representation for the other jurisdiction. For the purpose of this section ‘Claims’ shall be defined as claims, appeals, costs, damages, losses, demands, liabilities, duties, and obligations. Employees shall be considered joint employees and the Inspections Department, a joint department, for the purpose of each jurisdiction’s application of its respective policies regarding defense of employees, and those policies shall apply if an Inspections Department employee is sued for actions taken as an Inspections Department employee that are within the scope of his/her duties. Each jurisdiction shall provide, at its own expense, for the defense of employees consistent with the jurisdiction’s adopted policies. If an action is brought that names as a defendant the jurisdiction that does not have responsibility under this Section, the jurisdiction with responsibility as identified in this Section shall cooperate through intervention, joinder, or other appropriate means, in allowing the dismissal of the jurisdiction that is not responsible as set forth herein. Such cooperation shall not waive any rights of the responsible jurisdiction to assert any immunities or other defenses it may have against the parties who allege injury as a result of the Inspections activity.
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Legal Representation and Liability. The City Attorney’s Office and County Attorney’s Office shall provide legal support and representation for the BOA on issues arising from actions taken within and on behalf of their respective jurisdictions and for issues that arise before the BOA involving the respective jurisdictions. The City shall be liable for judgments rendered against the City and for actions within the City and the County shall be liable for judgments against the County and for actions outside the City. When both the City and the County are named in any action against the BOA or neither jurisdiction is named but the BOA itself is named, the jurisdiction on whose behalf the contested action was taken shall be responsible for defense and payment, if any, of the claim, and, where necessary, shall cooperate in allowing dismissal of the other jurisdiction. In any action, the offices of the City and County Attorney shall only be responsible for representing their respective jurisdictions, and the BOA actions involving their jurisdictions.
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Legal Representation and Liability. The City Attorney’s Office and County Attorney’s Office, respectively, shall provide legal support and representation for the Planning Department and its employees on issues arising from actions taken within and on behalf of their respective jurisdictions and for issues that arise before the various commissions, agencies, and programs that are staffed and directly supported by the Planning Department. Legal support and compensation for claims against Planning Department employees shall be in accordance with the adopted policies and procedures of the respective jurisdiction regarding defense of employees and payment of claims. For the County, such policy is the Durham County Policy of Uniform Standards for Claims Against Employees, Officers and Officials as amended, and for the City such policy is the Resolution Establishing Uniform Standards Under Which Claims or Civil Judgments Sought or Entered Against City Officers and Employees May be Paid. The City shall be liable for judgments rendered against the City and the County shall be liable for judgments against the County. When both the City and the County are named in any action against the Planning Department and/or an employee or neither jurisdiction is named but the Planning Department itself is named, the jurisdiction on whose behalf the contested action was taken shall be responsible for defense of the claim, consistent with the policies identified above, and, where necessary, shall cooperate in allowing dismissal of the other jurisdiction. In any action, the offices of the City and County Attorney shall only be responsible for representing their respective jurisdictions, and for Department employees acting on behalf of their jurisdictions, as detailed above, and shall not be responsible for representation of the other jurisdiction.
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Related to Legal Representation and Liability

  • Legal Representation The Parties agree that, notwithstanding the fact that EGS may have, prior to Closing, jointly represented the Purchaser, Merger Sub, the Purchaser Representative and/or the Sponsor in connection with this Agreement, the Ancillary Documents and the transactions contemplated hereby and thereby, and has also represented the Purchaser and/or its Affiliates in connection with matters other than the transaction that is the subject of this Agreement, EGS will be permitted in the future, after Closing, to represent the Sponsor, the Purchaser Representative or their respective Affiliates in connection with matters in which such Persons are adverse to the Purchaser or any of its Affiliates, including any disputes arising out of, or related to, this Agreement. The Company and the Seller Representative, who are or have the right to be represented by independent counsel in connection with the transactions contemplated by this Agreement, hereby agree, in advance, to waive (and to cause their Affiliates to waive) any actual or potential conflict of interest that may hereafter arise in connection with EGS’s future representation of one or more of the Sponsor, the Purchaser Representative or their respective Affiliates in which the interests of such Person are adverse to the interests of the Purchaser, the Company and/or the Seller Representative or any of their respective Affiliates, including any matters that arise out of this Agreement or that are substantially related to this Agreement or to any prior representation by EGS of the Purchaser, Merger Sub, any Sponsor, the Purchaser Representative or any of their respective Affiliates. The Parties acknowledge and agree that, for the purposes of the attorney-client privilege, the Sponsor and the Purchaser Representative shall be deemed the clients of EGS with respect to the negotiation, execution and performance of this Agreement and the Ancillary Documents. All such communications shall remain privileged after the Closing and the privilege and the expectation of client confidence relating thereto shall belong solely to the Sponsor and the Purchaser Representative, shall be controlled by the Sponsor and the Purchaser Representative and shall not pass to or be claimed by Purchaser or the Surviving Corporation; provided, further, that nothing contained herein shall be deemed to be a waiver by the Purchaser or any of its Affiliates (including, after the Effective Time, the Surviving Corporation and its Affiliates) of any applicable privileges or protections that can or may be asserted to prevent disclosure of any such communications to any third party.

  • Indemnification and Liability A. Neither the Contractor, OSC, nor the State shall be liable for any delay or failure in performance beyond its control resulting from acts of war, hostility or sabotage; act of God; electrical, internet or telecommunications outage that is not caused by the obligated party; or government restrictions, or other force majeure. The parties shall use reasonable efforts to eliminate or minimize the effect of such force majeure events upon performance of their respective duties under this Agreement. If such event continues for more than 90 days, either party may terminate all or any agreed upon portion of the Agreement immediately upon written notice. This section does not excuse either party’s obligation to take reasonable steps to follow its normal disaster recovery procedures, or OSC’s obligation to pay for Services provided by the Contractor which have been approved by OSC.

  • Warranties and Liability 6.1 All warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.

  • Responsibility and Liability 5.1 Apple shall have no responsibility for the installation and/or use of any of the Licensed Applications by any end-user. You shall be solely responsible for any and all product warranties, end-user assistance and product support with respect to each of the Licensed Applications.

  • Warranty and Liability Except to the extent prohibited by Applicable Law, Free of Charge Services are provided “as is” without warranties of any kind and in the then-current version made available by us from time to time without support and availability commitments. We are not obliged to offer post- termination assistance. Siemens’ entire liability for all claims, damages, and indemnities arising out of or related to your use of a Free of Charge Service will not exceed, in the aggregate, the amount of EUR 1,000.00 (or the equivalent amount in local currency).

  • General Representations Each Party hereby represents and warrants to the other Party as follows:

  • WARRANTIES AND LIABILITIES You acknowledge and agree that: a) We do not warrant the operability or functionality of Mobile Payment Services for Small Business or that it will be available to complete a Transaction; b) We do not warrant that any particular merchant will offer the payment method accessed through Mobile Payment Services for Small Business; and c) We do not guarantee the availability or operability of any wireless networks or of any Mobile Device. You understand that You should keep Your physical Debit Card with You to use in the event Mobile Payment Services for Small Business are unavailable for whatever reason. Furthermore, You explicitly exclude Us, all partners and associated service providers from all liability whatsoever in relation to Mobile Payments Services for Small Business, and by extension their respective directors, officers and employees, including, without limitation, any liability in relation to the sale, distribution, use or the performance or non-performance of Mobile Payments Services for Small Business. You acknowledge and confirm ownership of the respective intellectual property rights by the Financial Institution and its partners and associated service providers.

  • General Representations and Warranties The Contractor represents, warrants and covenants that:

  • No Additional Representations The Company acknowledges that the Purchaser makes no representations or warranties as to any matter whatsoever except as expressly set forth in this Agreement or in any certificate delivered by the Purchaser to the Company in accordance with the terms hereof and thereof.

  • Additional Representations and Warranties The representations and warranties regarding creation, perfection and priority of security interests in the Receivables, which are attached to this Agreement as Exhibit C, are true and correct to the extent they are applicable.

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