Liability for Representatives. Each Party will maintain a list of all Representatives to whom it has disclosed Confidential Information and will be responsible for the failure by any of its Representatives to maintain the confidence of any Confidential Information of the other Party in accordance with the terms of this Article.
Liability for Representatives. Each Party shall ensure that it, and its Representatives observe and perform all of such Party's covenants, representations or warranties set forth in this License Agreement and each such Party shall, at its sole expense, take all reasonable measures (including but not limited to court proceedings) to restrain its Representatives from breaching such covenants, representations or warranties, including, but not limited to, any prohibited or unauthorized disclosure or use of Confidential Information.
Liability for Representatives. Each Party shall be responsible for any breach of this Agreement by its agents, directors, officers, employees and contractors – provided that CANOE shall not be responsible for the decisions, actions or omissions of any Member, including for the performance by any Member of its obligations under a Purchase Agreement.
Liability for Representatives. Buyer shall be liable for any breaches of this Agreement by its Representatives, except for breaches committed by any potential debt financing source that is party to either (a) a separate joinder agreement among such financing source, Buyer and [Seller] [the Company] in the form set forth as Exhibit E hereto or (b) a separate mutually acceptable confidentiality agreement between such financing source and [Seller] [the Company] with respect to the Evaluation Material.
Liability for Representatives. Notwithstanding anything to the contrary provided herein, none of the provisions of this Agreement shall in any way limit the activities of your Affiliates, provided that (i) such Affiliates have not been given access to the Evaluation Materials by you or your Representatives and (ii) such Affiliates are not acting on your behalf or upon your instruction or encouragement in contravention of any term or provision of this Agreement. In addition, the Company acknowledges that you and your Representatives may be involved, invested or interested in, now or in the future, directly or indirectly, various other business and activities, including businesses that may be similar to or competitive with the Company. Nothing in this Agreement shall limit the rights of such parties to (i) make such investments or pursue any opportunities or grant the Company any right to participate therein or (ii) from investing in, operating or participating in the management of its own business(es) or entity(ies) which compete or may compete, directly or indirectly, with the Company.
Liability for Representatives. You shall be liable for any breaches of this Agreement by any of the Xxxxx Xxxxxxx Commodities Affiliates or your or their Representatives, to the extent applicable to such Persons.
Liability for Representatives. – provided that Xxxxx shall not be responsible for the decisions, actions or omissions of any Member, including for the performance by any Member of its obligations under a Purchase Agreement.
Liability for Representatives. Each party will be liable for any breach of this Agreement by such party’s Representatives and Users as if the breach had been directly committed by such party. GOVERNING LAW AND JURISDICTION
Liability for Representatives. A Party shall be held liable for any breach by any of its Representatives of the provisions of this ARTICLE 10.
Liability for Representatives. Each Party shall be liable for any breaches of this Agreement by its Representatives, except for breaches committed by any potential debt financing source of such Party that is party to either (a) a separate joinder 7 This “fall away” provision is one of the most heavily debated issues in public company NDAs. On the one hand, a prospective buyer does not want to have its hands tied if it fails to win the auction and wants to submit a topping bid later. On the other hand, the target’s board of directors wants to squeeze the best and final offers out of each bidder during the auction process and ensure nothing is being left in reserve by a bidder.
