Liability under this Agreement Sample Clauses

Liability under this Agreement. (a) Subject to: (i) the indemnities in clauses 14.3(b), 16.1 and 16.3; and (ii) the provisions of clause 14.5, none of us will be liable to each other under or in connection with this Agreement, at law (including negligence) or equity, for any claim, action, demand or any other right for costs, expenses, damages, losses or other amounts, arising from or in connection with this Agreement, the performance (or non-performance) of our obligations under this Agreement or the termination of this Agreement. This clause survives termination, completion or expiration of this Agreement. (b) The Defaulting Participant is liable for and indemnifies the Non-Defaulting Participant for all costs, expenses, damages, losses or other amounts arising from: (i) the Defaulting Participant's Material Default; (ii) exercise of the right of exclusion and/or suspension under clause 13.3 or 13.4; or (iii) termination of this Agreement arising from the Defaulting Participant's Material Default. (c) Each indemnity in this Agreement is a continuing obligation, separate and independent from the other obligations under this Agreement and survives termination, completion or expiration of this Agreement. (d) It is not necessary for us to incur expense or to make any payment before enforcing a right of indemnity conferred by this Agreement.
Sample 1Sample 2Sample 3See All (7)
AutoNDA by SimpleDocs
Liability under this Agreement. Nothing in this Agreement shall be construed as changing or altering the Fire District’s liability for negligent acts or omissions. With respect to matters covered by this Agreement, the Subscriber hereby agrees to indemnify and hold harmless the Fire District against any and all liability, claims, demands, costs, losses and expenses, including attorney fees for damage to property or injury including death to persons arising, or asserted to have arisen form the active or passive negligence or actual or alleged breach or default of this Agreement by the Subscriber, its agents, representatives, volunteers or employees whether sole or contributory.
Sample 1Sample 2Sample 3See All (5)
Liability under this Agreement. (a) Each indemnity under this Agreement is a continuing obligation, separate and independent from the other obligations under this Agreement and survives termination or expiry of this Agreement. (b) It is not necessary for a party to incur expense or to make any payment before enforcing a right of indemnity conferred under this Agreement.
Sample 1
Liability under this Agreement. Nothing in this Agreement shall be construed as changing or altering SCFPD’s liability for negligent acts or omissions. With respect to matters covered by this Agreement, the Subscriber hereby agrees to indemnify and hold harmless SCFPD against any and all liability, claims, demands, costs, losses and expenses, including attorney’s fees, for damage to property or injury including death to persons arising, or asserted to have arisen from the active or passive negligence or actual alleged breach or default of this Agreement by Subscriber, its agents, representatives, volunteers or employees whether sole or contributory.
Sample 1
Liability under this Agreement. All liabilities and obligations of the Shareholder Parties hereunder (other than the obligations under Section 2(a)-(d) hereof, which shall be independently enforceable) shall be subject to Section 9 of the Merger Agreement to the extent provided therein. [the remainder of this page is intentionally left blank]
Sample 1
Liability under this Agreement. To the extent permitted by law, the maximum limit of either party's liability under this Agreement whether in contract, tort, negligence, breach of statutory duty or otherwise 4 5 shall be IR pound sterling 50,000 in aggregate. The parties agree no claim shall be brought against thE other under this Agreement for any amount less than IR pound sterling 10,000 (save in respect of payment obligations of the Licensee).
Sample 1
Liability under this Agreement. 13.1 Notwithstanding any other provision of this Licence no Party shall be liable to any other Party to this Licence in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by that other Party or its affiliates of an indirect or consequential nature including without limitation any economic loss or other loss of turnover profits business or goodwill.
Sample 1
AutoNDA by SimpleDocs
Liability under this Agreement. (a) Subject to; (i) the indemnities in clauses 14.3(b), 16.1 and 16.3; and (ii) the provisions of clause 14.5, (b) Each Participant is liable for and indemnifies the other Participants for all costs, expenses, damages, losses or other amounts arising from: (i) that Participant's Material Default; (ii) the valid exercise of the right of exclusion or suspension under clause 13.3 or 13.4; or (iii) termination of this Agreement arising from that Participant's Material Default. (c) Each indemnity in this Agreement is a continuing obligation, separate and independent from the other obligations under this Agreement and survives termination, completion or expiration of this Agreement. (d) It is not necessary for us to incur expense or to make any payment before enforcing a right of indemnity conferred by this Agreement.
Sample 1
Liability under this Agreement 
Sample 1Sample 2

Related to Liability under this Agreement

  • Payments under this Agreement In the event that one party (the “Owing Party”) is required to make a payment to another party (the “Owed Party”) pursuant to this Agreement, then such payments shall be made according to this Section 7.05.

  • Persons Having Rights under this Agreement Nothing in this Agreement shall be construed to confer upon, or give to, any person or corporation other than the parties hereto and the Registered Holders of the Warrants any right, remedy, or claim under or by reason of this Agreement or of any covenant, condition, stipulation, promise, or agreement hereof. All covenants, conditions, stipulations, promises, and agreements contained in this Agreement shall be for the sole and exclusive benefit of the parties hereto and their successors and assigns and of the Registered Holders of the Warrants.

  • Authority for this Agreement Each of Parent and Merger Sub has all requisite entity power and authority to comply with, execute, deliver and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by Xxxxxx and Xxxxxx Sub have been duly and validly authorized by all necessary entity action on the part of each of Parent and Merger Sub, and no other entity proceedings on the part of Parent and Merger Sub are necessary to authorize this Agreement. This Agreement has been duly and validly executed and delivered by Xxxxxx and Xxxxxx Sub and, assuming the due authorization, execution and delivery by the Stockholders, constitutes a legal, valid and binding obligation of each of Parent and Merger Sub, enforceable against each of Parent and Merger Sub in accordance with its terms, subject to the Bankruptcy, Equity and Indemnity Exception.

  • Conditions to Obligations of Each Party Under This Agreement The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:

  • Conditions to Each Party’s Obligations under this Agreement The respective obligations of each party under this Agreement shall be subject to the fulfillment at or prior to the Closing Date of the following conditions, none of which may be waived:

  • No Liability Until Receipt The Custodian shall not be liable for, or considered to be the Custodian of, any money, whether or not represented by any check, draft, or other instrument for the payment of money, received by it on behalf of the Series, until the Custodian actually receives and collects such money.

  • Employers Liability and Voluntary Compensation unless the HSP complies with the Section below entitled “Proof of WSIA Coverage”;

  • TERMINATING THIS AGREEMENT You can terminate this Agreement at any time by notifying us in writing and by discontinuing the use of your Logon ID. We can also terminate this Agreement and revoke access to Online Banking at any time. Whether you terminate the Agreement or we terminate the Agreement, the termination will not affect your obligations under this Agreement, even if we allow any transaction to be completed with your Logon ID after this Agreement has been terminated.

  • Persons Having Rights under this Warrant Agreement Nothing in this Warrant Agreement expressed and nothing that may be implied from any of the provisions hereof is intended, or shall be construed, to confer upon, or give to, any person or corporation other than the parties hereto and the Holders any right, remedy, or claim under or by reason of this Warrant Agreement or of any covenant, condition, stipulation, promise, or agreement hereof.

  • ENDING THIS AGREEMENT We may end this Agreement, close the Account or limit your right to access the Account at any time without telling you in advance. The Primary Cardholder may also end this Agreement by telling us. Even if this Agreement is cancelled, the Primary Cardholder is still responsible to pay all amounts owing on the Account. When the Agreement ends, benefits, services and coverages will automatically end, or we can cancel or change them at our discretion.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!