LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. 13.1. The Sub-Adviser, its affiliated firms or its or their employees, officers, or directors will not be liable for any error of judgment or mistake of law or for any loss suffered by the Portfolio, or its shareholders in connection with the performance of their duties under this Agreement, except for loss resulting from willful misfeasance, bad faith or gross negligence on their part in the performance of their duties or from reckless disregard by them of their duties under this Agreement.
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. The Parties acknowledge and agree that the liability, indemnification, and force majeure provisions in Section 13 of Chapter 1 of the Market Rules apply to this Agreement, mutatis mutandis; provided, however that the force majeure provisions in the Market Rules shall apply only after Service Commencement and notwithstanding anything to the contrary in the Market Rules, the aggregate liability of the IESO to the ASP shall not exceed an amount equal to the Liability Cap.
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. The Parties acknowledge and agree that section 13 of Chapter 1 of the market rules applies to this Agreement, with the necessary conforming changes.
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. 14.1 If the Supplier attributably fails to comply with its obligations arising from the Agreement, the Supplier will be liable towards the Buyer for compensation of all direct and consequential damage sustained and to be sustained by the Buyer.
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. 13.1. The Sub-Adviser, its affiliated firms or its or their employees, officers, or directors will not be liable for any error of judgment or mistake of law or for any loss suffered by the Portfolio, or its shareholders in connection with the performance of their duties under this Agreement, except for loss resulting from willful misfeasance, bad faith or gross negligence on their part in the performance of their duties or from reckless disregard by them of their duties under this Agreement. 13.2. The Manager shall indemnify the Sub-Adviser, its affiliated persons, its officers, directors and employees, for any liability and expenses, including reasonable attorneys' fees, which may be sustained as a result of the Manager's willful misconduct, bad faith, gross negligence, reckless disregard of its duties hereunder or violation of applicable law, including, without limitation, the 1940 Act and federal and state securities laws, or as a result of any untrue statement of a material fact contained in the Registration Statement, Prospectus covering shares of the Portfolio, Portfolio marketing materials and advertising, including any amendment thereof or any supplement thereto, or the omission to state therein a material fact required to be stated therein or necessary to make the statement therein not misleading, if such a statement or omission was made other than in reliance upon and in conformity with written information furnished by the Sub-Adviser, or any affiliated person of the Sub-Adviser or other than upon verbal information confirmed by the Sub-Adviser in writing; provided, however, that in no case is the Manager's indemnity in favor of the Sub- Adviser or any affiliated person or controlling person of the Sub-Adviser deemed to protect such person against any liability to which any such person would otherwise be subject by reason of willful misconduct, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement. Without limiting the foregoing, the Sub- Adviser shall have no liability for any act or omission taken by the Manager, another Sub-Adviser, or any other third party other than third parties retained, employed or otherwise acting at the behest of the Sub-Adviser, in respect of any portion of the Portfolio's assets not managed by the Sub-Adviser pursuant to this Agreement. 13.3. The Sub-Adviser shall indemnify the Manager, its affiliated persons, its office...
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. The Sub-Adviser, its affiliated firms or its or their employees, officers, or directors will not be liable for any error of judgment or mistake of law or for any loss suffered by the Portfolio, its shareholders, FBIC contract owners or First Fortis contract owners in connection with the performance of their duties under this Agreement, except for loss resulting from willful misfeasance, bad faith or negligence on their part in the performance of their duties or from reckless disregard by them of their duties under this Agreement. The Manager shall indemnify the Sub-Adviser against all claims which may be made against the Sub-Adviser in connection with the exercise of the powers and discretions conferred upon it pursuant to this Agreement, EXCEPT insofar as such claims allege or are the result of the willful misfeasance, bad faith or negligence of the Sub-Adviser or any of its affiliated firms or its or their employees, officers or directors or its or their breach of this Agreement or violation of applicable law. Conversely, the Sub-Adviser shall indemnify the Manager and the Company against all claims alleging or resulting from the willful misfeasance, bad faith or negligence of the Sub-Adviser or any of its affiliated firms or its or their employees, officers or directors or its or their breach of this Agreement or violation of applicable law. Neither party shall be held responsible for their non-performance of any of their obligations under this Agreement by reason of any cause beyond their control, including any breakdown or failure of transmission, communication or computer facilities, postal or other strikes or similar industrial action and the failure of any relevant exchange, clearing house and/or broker for any reason to perform its obligations.
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. Liability, Indemnification and Force Majeure 28 ARTICLE 10 CONFIDENTIALITY AND FIPPA Confidential Information 28 Notice Preceding Compelled Disclosure 29 Return of Information 30 Injunctive and Other Relief 30 FIPPA Records and Compliance 30
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. The Sub-Adviser, its affiliated firms or its or their employees, officers, or directors will not be liable for any error of judgment or mistake of law or for any loss suffered by the Portfolio, its shareholders, FBIC contract owners in connection with the performance of their duties under this Agreement, except for loss resulting from willful misfeasance, bad faith or negligence on their part in the performance of their duties or from reckless disregard by them of their duties under this Agreement. The Manager shall indemnify the Sub-Adviser against all claims which may be made against the Sub-Adviser in connection with the exercise of the powers and discretion conferred upon it pursuant to this Agreement, including reasonable attorneys' fees incurred in connection with any such claim, EXCEPT insofar as such claims allege or are the result of the willful misfeasance, bad faith or negligence of the Sub-Adviser or any of its affiliated firms or its or their employees, officers or directors or its or their breach of this Agreement or violation of applicable law. Conversely, the Sub-Adviser shall indemnify the Manager and the Company against all claims alleging or resulting from the willful misfeasance, bad faith or negligence of the Sub-Adviser or any of its affiliated firms or its or their employees, officers or directors or its or their breach of this Agreement or violation of applicable law, including reasonable attorneys' fees incurred in connection with any such claim. Neither party shall be held responsible for their nonperformance of any of their obligations under this Agreement by reason of any cause beyond their control, including any breakdown or failure of transmission, communication or computer facilities, postal or other strikes or similar industrial action and the failure of any relevant exchange, clearing house and/or broker for any reason to perform its obligations.
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE. 9.1 Liability, Indemnification and Force Majeure 28
LIABILITY, INDEMNIFICATION AND FORCE MAJEURE
