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 Distribution 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. 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. – 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. 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. 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. Each Party shall be liable for any breaches of this Agreement by any of its Representatives unless such Representatives have entered into a separate confidentiality agreement with the other Party.
Liability for Representatives. Each Party shall be responsible for any breach of this Agreement by its directors, officers, and employees – 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. You shall cause each of your Representatives to observe the terms of this agreement as if each such Representative was a party hereto and you agree that you are responsible for any breach of this agreement by any of your Representatives. You agree to take all necessary precautions or measures as may be reasonable in the circumstances to prevent the improper access to the Confidential Information or the improper use or disclosure of the Confidential Information by your Representatives. You shall, at your expense, undertake commercially reasonable efforts to ensure that your Representatives do not make any unauthorized disclosure or use of the Confidential Information. You will, in the event you become or ought to have become aware of a breach of this agreement or any disclosure of Confidential Information by you or any of your Representatives, other than as permitted by this agreement, through accident, inadvertence or otherwise, notify the Company of the nature of the breach promptly upon your discovery of the breach or disclosure.
Liability for Representatives. The Parties are responsible for any breach of confidentiality by their Representatives.
