Common use of Liability of Consultant Clause in Contracts

Liability of Consultant. (a) In furnishing the Company with advice and other services as herein provided, neither Consultant nor any officer, director or agent thereof shall be liable to the Company or its creditors for errors of judgment or for anything, except for the Consultant's intentional or willful misconduct in the performance of its duties under this Agreement. (b) It is further understood and agreed that Consultant may rely upon information furnished to it reasonably believed to be accurate and reliable and that, except as herein provided, Consultant shall not be accountable for any loss suffered by the Company by reason of the Company's action or inaction on the basis of any advice, recommendation or approval of Consultant, its partners, employees or agents. (c) The Company acknowledges that all opinions and advice (written or oral) given by Consultant to the Company in connection with Consultant's engagement are intended solely for the benefit and use of the Company in considering the transaction to which they relate, and the Company agrees that no person or entity other than the Company shall be entitled to make use of or rely upon the advice of Consultant to be given hereunder, and no such opinion or advice shall be used for any other purpose or reproduced, disseminated, quoted or referred to at any time, in any manner or for any purpose, nor may the Company make any public references to Consultant, or use Consultant's name in any annual reports or any other reports or releases of the Company without Consultant's prior written consent. (d) The Company acknowledges that Consultant makes no commitment whatsoever as to making a market in the Company's securities or to recommending or advising its clients to purchase the Company's securities. Research reports or corporate finance reports that may be prepared by Consultant will, when and if prepared, be done solely on the merits based upon an analysis performed by Consultant and its corporate finance personnel.

Liability of Consultant. (a) In furnishing the Company with advice and other services as herein provided, neither Consultant nor any officer, director or agent thereof of Consultant shall be liable to the Company or its creditors for errors of judgment or for anything, except for the Consultant's intentional or willful misconduct of Consultant in the performance of its duties under this Agreement, provided, however, that Consultant agrees to indemnify and hold the Company harmless as provided in Section 8. (ba) It is further understood and agreed that Consultant may rely upon information furnished to it reasonably believed to be accurate and reliable by the Company and that, except as herein provided, Consultant shall not be accountable for any loss suffered by the Company by reason of the Company's action or inaction on the basis of any advice, recommendation or approval of Consultant, Consultant or its respective partners, employees or agents. (cb) The Company acknowledges that all opinions and advice (written or oral) given by Consultant to the Company in connection with Consultant's this engagement are intended solely for the benefit and use of the Company in considering the transaction to which they relate, and the Company agrees that no person or entity other than the Company shall be entitled to make use of or rely upon the advice of Consultant to be given hereunder, and no such opinion or advice shall be used for any other purpose or reproduced, disseminated, quoted or referred to at any time, in any manner or for any purpose, nor may the Company make any public references to Consultant, or use Consultant's name in any annual reports or any other reports or releases of the Company without Consultant's prior written consentconsent or as otherwise required by law or judicial or administrative process. (c) The Company acknowledges that Consultant is not a registered broker/dealer and therefore, Consultant will not, under any circumstances, perform any of the following services for the Company: (1) Make offers or sales of securities; (2) Prepare research reports; (3) Directly or indirectly promote or maintain a market for the Company's common shares; (4) Facilitate the offer or sale of securities or make a market in any securities; (5) Negotiate for the offer or sale of securities; or (6) Any other transaction or activity requiring broker/dealer registration. Consultant covenants and agrees that it shall not, and is not being compensate for providing, any of the aforementioned services to the Company. (d) The Company further recognizes and acknowledges that Consultant makes is not a registered investment advisor, does not hold itself out as an investment advisor, and, as of the date of this Agreement, has no commitment whatsoever as to making a market in the Company's securities or to recommending or advising its other clients to purchase the Company's securities. Research reports or corporate finance reports that may be prepared by Consultant will, when and if prepared, be done solely on the merits based upon an analysis performed by Consultant and its corporate finance personnel.whom it renders advisory services

Liability of Consultant. (a) In furnishing the Company with advice and other services as herein provided, neither the Consultant nor any officer, director or agent thereof of the Consultant shall be liable to the Company or its creditors for errors of judgment or for anythingotherwise, except for the Consultant's intentional or willful misconduct misconduct, or gross negligence, of the Consultant in the performance of its duties under this Agreement. (b) It is further understood and agreed that the Consultant may rely upon information furnished to it them reasonably believed to be accurate and reliable and that, except as herein provided, the Consultant shall not be accountable for any loss suffered by the Company by reason of the Company's action or inaction on the basis of any advice, recommendation or approval of Consultant, the Consultant or its respective partners, employees or agents. (c) The Company acknowledges that all opinions and advice (written or oral) given by the Consultant to the Company in connection with Consultant's this engagement are intended solely for the benefit and use of the Company in considering the transaction to which they relate, and the Company agrees that no person or entity other than the Company shall be entitled to make use of or rely upon the advice of the Consultant to be given hereunder, and no such opinion or advice shall be used for any other purpose or reproduced, disseminated, quoted or referred to at any time, in any manner or for any purpose, nor may the Company make any public references to the Consultant, or use the Consultant's name in any annual reports or any other reports or releases of the Company without the Consultant's prior written consentconsent or as otherwise required by law or judicial or administrative process. (d) The Company acknowledges that the Consultant makes no commitment whatsoever as to making a market in the Company's securities or to recommending or advising its their clients to purchase the Company's securities. Research reports or corporate finance reports that may be prepared by the Consultant will, when and if prepared, be done solely on the merits based upon an analysis performed by the Consultant and its corporate finance personnel.