Liability and Termination Sample Clauses

Liability and Termination. 12.1 If a Party is in Material Breach of its obligations under this Agreement or repeatedly breaches the terms of this Agreement, and such default is not cured within thirty (30) days from the date the written notice thereof has been dispatched, the other Party (the non-breaching Party) is entitled to terminate this Agreement with immediate effect.
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Liability and Termination. (1) The Parties agree that any Data Subject, who has suffered damage as a result of any breach of the obligations referred to in Clause 3 or in Clause 11 by any Party or Subprocessor is entitled to receive compensation from the Data Exporter for the damage suffered.
Liability and Termination. 4.1. This Agreement may be terminated by breach of any of the terms and conditions. You shall be sent a notice of termination. Upon receipt of notice, you must immediately delete or remove the eMoncada app from your devices.
Liability and Termination. 6) In any case, when You violate these Terms and/or law/legal acts and other legal regulations, or if YESIM has reasonable grounds to believe, that You are in violation of any term, obligation, and/or warranty, set forth in these Terms and/or applicable law/legal acts, YESIM has the right in its own discretion to apply such penalties, preventive and punitive actions and disciplinary sanctions, as XXXXX xxxxx appropriate: - Suspend or terminate Your Account and terminate the Agreement; - restrict, suspend or terminate the access and use of any YESIM Service or Product; - impose other restrictions on Your use of any features or functions of YESIM Application and YESIM and other Products.
Liability and Termination. (d.1) In addition to any other remedy available to Sensorex, the Distributor will indemnify, keep indemnified and hold harmless (on a full indemnity basis) Sensorex and its affiliates, officers and personnel against all direct or indirect liabilities, claims, demands, damages, losses or expenses (including legal and other professional adviser’s fees and disbursements), interest and penalties suffered or incurred as a result of any breach by of the Distributor’s obligations in clause 9 of this Terms and Conditions. This indemnity will not apply to any fine levied on Sensorex as a result of Sensorex’s criminal liability.
Liability and Termination. We may terminate this Membership Agreement with immediate effect by giving written notice to you if: You are in breach of any of the terms of this Membership Agreement and you have not remedied that breach within 14 days (or immediately in the case of an emergency or breach of any obligation relating to security); or If the Licence is terminated for any reason. Any termination of this Membership Agreement is without prejudice to any then accrued claims of either party against the other. You must pay to us within 14 days of demand on a full indemnity basis all expenses incurred by us in connection with a breach of an obligation in this Membership Agreement by you; Agreement Date: Member's name (printed): Member's signature: Buzz representative name (printed): Buzz representative signature: This Membership Agreement binds you to a legal agreement with Buzz Lockleaze. TERMS AND CONDITIONS
Liability and Termination. 38LIMITATION OF LIABILITY Neither Party excludes or limits liability to the other Party for: any loss, liability or cost arising as a result of death or personal injury caused by the negligence or default of such Party, its employees, agents or sub-contractors; or any breach of any obligations implied by Section 12 of the Sale of Goods Act 1979; or any breach of any obligations implied by Section 2 of the Supply of Goods and Services Act 1982; or any other liability the exclusion or limitation of which is expressly prohibited by statute. Subject always to Clauses 38.1 and 38.6, the Contractor's liability to the Authority arising under any indemnity or otherwise under or in relation to this Agreement whether in contract, tort, by statute or otherwise and whether or not arising from any negligence on the part of the Contractor or any of its agents or employees shall be limited in aggregate for all Claims and Losses to an amount equivalent to: in relation to Defaults occurring in the first Contract Year, an amount equal to 150% of the estimated Charges payable by the Authority during the first Contract Year as set out in Schedule 8 (Charges, Invoicing and Open Book Accounting). in relation to Defaults occurring during any subsequent Contract Year, an amount equal to 150% of the Charges paid and/or due to be paid to the Contractor under this Agreement in the Contract Year immediately preceding the occurrence of the Default; and in relation to Defaults occurring after the end of the Term, an amount equal to 150% of the Charges paid and/or due to be paid to the Supplier in the 12 month period immediately prior to the last day of the Term, Subject always to Clauses 38.1, 38.4, 38.5 and 38.6 in no event shall either Party be liable to the other for: indirect or consequential loss or damage; and/or loss of profits; loss of business; loss of revenue; or loss of goodwill. The provisions of Clause above shall not be taken as limiting the right of the Authority to claim from the Contractor for: additional operational and administrative costs and expenses; any loss or expenses rendered nugatory; any loss of anticipated savings; and/or costs, expenses and charges resulting from the loss or corruption of data or software which, to the extent that data or software can be recovered or reconstituted, shall be limited to costs, expenses and charges associated with reconstituting that data or software and returning it to a fully operational state but shall not otherwise be lim...
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Liability and Termination. 13.1 The Agent is responsible for the acts and omissions of its Personnel.
Liability and Termination. 11.1 If a Scheme Member commits any material breaches of the terms of this Agreement or if minor breaches continue the Council shall be entitled, but without prejudice, to any other rights or remedies which it may have to terminate this Agreement and the Scheme Member will no longer be able to hire any eBike via the Booking System and the Council will be able to recover possession of any eBike (s) and Other Equipment that is being hired with or without notice, and to make reasonable charge for such a repossession.

Related to Liability and Termination

  • Xxxx and Termination of Agreement 1. This Agreement shall run for a period of one (1) year from the date first written above and will be renewed from year to year thereafter unless terminated by either party as provided hereunder.

  • Term and Termination In any case, if not sooner terminated, this Agreement shall expire at the close of business on the effective date that the Offering is terminated. This Agreement may be terminated by either party (a) immediately upon notice to the other party in the event that the other party shall have materially failed to comply with any material provision of this Agreement or if any of the representations, warranties, covenants or agreements of such party contained herein shall not have been materially complied with and such failure to comply is not cured within ten (10) days after the date of such occurrence or (b) on 60 days’ written notice. In any event, this Agreement shall be deemed suspended during any period for which the Dealer Manager’s license or registration to act as a broker dealer shall be revoked or suspended by any federal, self-regulatory or state agency. In addition, the Dealer Manager, upon the expiration or termination of this Agreement, shall (a) promptly deposit any and all funds in its possession which were received from investors for the sale of Shares into the appropriate escrow account or, if the Minimum Offering has been reached, into such other account as the Company may designate; and (b) promptly deliver to the Company all records and documents in its possession which relate to the Offering which are not designated as dealer copies. The Dealer Manager, at its sole expense, may make and retain copies of all such records and documents required to be retained by the Dealer Manager pursuant to (i) Federal and state securities laws and the rules and regulations thereunder, (ii) the applicable rules of FINRA and (iii) the NASAA REIT Guidelines, but shall keep all such information confidential; provided, that, nothing contained in this Agreement shall prevent the Dealer Manager from disclosing any such information to any regulatory authority asserting jurisdiction over the Dealer Manager. The Dealer Manager shall use its reasonable best efforts to cooperate with the Company to accomplish any orderly transfer of management of the Offering to a party designated by the Company. Upon expiration or termination of this Agreement, the Company shall pay to the Dealer Manager all earned but unpaid compensation and reimbursement for all incurred, accountable compensation to which the Dealer Manager is or becomes entitled under Section 5 of this Agreement, including but not limited to any Distribution Fees, pursuant to the requirements of that Section 5 at such times as such amounts become payable pursuant to the terms of such Section 5 without acceleration; provided, however, that if the Minimum Offering is not reached prior to such expiration or termination, the Company shall not pay any such compensation and reimbursements to the Dealer Manager.

  • Term and Termination of Agreement 1. This Agreement shall run for a period of one (1) year from the date first written above and will be renewed from year to year thereafter unless terminated by either party as provided hereunder.

  • Duration and Termination This Agreement shall become effective on July 21, 2015 and shall continue in effect until February 28, 2017, and thereafter, only if such continuance is approved at least annually by a vote of the Board, including the vote of a majority of the directors who are not parties to this Agreement or interested persons of any such party, cast in person, at a meeting called for the purpose of voting such approval. In addition, the question of continuance of this Agreement may be presented to the shareholders of the Portfolio; in such event, such continuance shall be effected only if approved by the affirmative vote of the holders of a majority of the outstanding voting securities of the Portfolio. This Agreement may at any time be terminated without payment of any penalty either by vote of the Board or by vote of the holders of a majority of the outstanding voting securities of the Portfolio, on not more than (60) sixty days’ written notice to the Manager. This Agreement shall automatically terminate in the event of its assignment. This Agreement may be terminated by the Manager after ninety (90) days’ written notice to the Fund. Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed post-paid, to the other party at any office of such party. As used in this Section, the terms “assignment,” “interested persons,” “voting securities,” and a “majority of the outstanding voting securities” shall have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19), Section 2(a)(42) of the 1940 Act and Rule 18f-2 thereunder.

  • Duration and Termination of Agreement This Agreement shall become effective with respect to each Portfolio on the later of (i) its execution and (ii) the date of the meeting of the Board of Trustees of the Trust, at which meeting this Agreement is approved as described below. The Agreement will continue in effect for a period more than two years from the date of its execution only so long as such continuance is specifically approved at least annually either by the Trustees of the Trust or by a majority of the outstanding voting securities of each of the Portfolios, provided that in either event such continuance shall also be approved by the vote of a majority of the Trustees of the Trust who are not interested persons (as defined in the Investment Company Act) of any party to this Agreement cast in person at a meeting called for the purpose of voting on such approval. Any required shareholder approval of the Agreement or of any continuance of the Agreement shall be effective with respect to any Portfolio if a majority of the outstanding voting securities of the series (as defined in Rule 18f-2(h) under the Investment Company Act) of shares of that Portfolio votes to approve the Agreement or its continuance, notwithstanding that the Agreement or its continuance may not have been approved by a majority of the outstanding voting securities of (a) any other Portfolio affected by the Agreement or (b) all the portfolios of the Trust. If any required shareholder approval of this Agreement or any continuance of the Agreement is not obtained, the Subadviser will continue to act as investment subadviser with respect to such Portfolio pending the required approval of the Agreement or its continuance or of a new contract with the Subadviser or a different adviser or subadviser or other definitive action; provided, that the compensation received by the Subadviser in respect of such Portfolio during such period is in compliance with Rule 15a-4 under the Investment Company Act. This Agreement may be terminated at any time, without the payment of any penalty, by the Trustees of the Trust, by the vote of a majority of the outstanding voting securities of the Trust, or with respect to any Portfolio by the vote of a majority of the outstanding voting securities of such Portfolio, on sixty days' written notice to the Adviser and the Subadviser, or by the Adviser or Subadviser on sixty days' written notice to the Trust and the other party. This Agreement will automatically terminate, without the payment of any penalty, in the event of its assignment (as defined in the Investment Company Act) or in the event the Advisory Agreement between the Adviser and the Trust terminates for any reason.

  • Term and Termination of the Agreement 15.1. Term and duration of the Agreement The Standard Transmission Agreement shall enter into force on the Start Date of this Standard Transmission Agreement and shall be effective for an undetermined term.

  • Duration and Termination of the Agreement This Agreement shall become effective upon its execution; provided, however, that this Agreement shall not become effective unless it has first been approved (a) by a vote of the Independent Trustees, cast in person at a meeting called for the purpose of voting on such approval, and (b) by an affirmative vote of a majority of the outstanding voting shares of the Fund. This Agreement shall remain in full force and effect continuously thereafter, except as follows:

  • Release and Termination (a) Upon any sale, transfer or other disposition or removal from the Designated Pool of any Pool Aircraft (or Owner Subsidiary or Intermediate Lessee) or other item of Collateral in accordance with the terms of the Loan Documents, including the Pledged Equity Interest in each Owner Subsidiary or Intermediate Lessee that owns or leases such Pool Aircraft, or if applicable, Irish Subsidiary Holdco or CA Subsidiary Holdco (in each case, upon a removal of such Transaction Party in accordance with Sections 2.10 or 5.04 of the Credit Agreement), such Collateral will be deemed released from the Lien hereof (and related guarantees will be deemed released in accordance with Section 7.11 of the Credit Agreement), and the Collateral Agent will, at the relevant Grantor’s expense, execute and deliver to the Grantor of such item of Collateral such documents as such Grantor shall reasonably request and provide to the Collateral Agent to evidence the release of such item of Collateral from the assignment and security interest granted hereby and to evidence the release of any related guaranty, and to the extent that (A) the Collateral Agent’s consent is required for any deregistration of the interests in such released Collateral from the International Registry or any other registry or (B) the Collateral Agent is required to initiate any such deregistration, the Collateral Agent shall ensure that such consent or such initiation of such deregistration is effected. Any amounts released from the Collateral Account by the Collateral Agent in accordance with the terms of the Loan Documents shall be deemed released from the Lien hereof.

  • Expiration and Termination This Agreement is for one academic year (August 1, 2018 through July 31, 2019) and will automatically renew for the following academic year unless terminated as indicated below by either party.

  • Suspension and Termination Schedule 6 shall have effect.

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