Limit on Responsibility Sample Clauses

Limit on Responsibility. 8.1 Even if this agreement has contrary agreed terms, the Company and the Guarantors’ total responsibility in this agreement shall not exceed the “Subscription Price” except for item no. 12.
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Limit on Responsibility. Each Party's obligations and liability under this Agreement shall be subject to the following limitations: (a) no Party shall have any liability in connection with any Indemnifiable Losses until the aggregate of such claims exceeds US$[***] and upon the aggregate of such Indemnifiable Losses exceeding US$[***], the indemnifying Party shall be required to indemnify in respect of the amount of all such Indemnifiable Losses. [***] Confidential Treatment Requested Confidential portion omitted and filed separately with the Commission (b) No Party shall have liability in connection with Indemnifiable Losses unless the affected Party shall, prior to the expiry of the Survival Period or the Tax Survival Period, as applicable, have provided the other Party with a Notice of Claim.
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Limit on Responsibility. (a) Limit on Vendor's Responsibility: The Vendor's obligations and liability under this Agreement shall be subject to the following limitations: (i) Other than in respect of Indemnified Losses attributable to Sections 9.2(c), 9.2(e) and attributable to a Purchase Agreement Default in respect of Section 5.1(ii), the Vendor shall have no liability in connection with any Indemnified Losses until the aggregate of such claims exceeds $[omitted] and upon the aggregate of such Indemnified Losses exceeding $[omitted], the Vendor shall be required to indemnify in respect of the amount of all such Indemnified Losses. With respect to Indemnified Losses attributable to Sections 9.2(c), 9.2(e) and attributable to a Purchase Agreement Default in respect of Section 5.1(ii), the Vendor shall be liable for and required to indemnify in respect of the amount of all such Indemnified Losses. (ii) The total of the liabilities and indemnities of the Vendor under this Agreement, including any claims for Indemnified Losses arising out of, resulting from, attributable to or connected with Purchase Agreement Defaults, shall not exceed 100% of the Purchase Price, as adjusted pursuant hereto. (iii) The Vendor shall have no liability in connection with Indemnified Losses unless the Purchaser shall, prior to the expiry of the Survival Period, have provided the Vendor with a Notice of Claim. (b) Limit on Purchaser's Responsibility: The Purchaser's obligations and liability under this Agreement shall be subject to the following limitations: (i) The Purchaser shall have no liability in connection with any Indemnified Losses until the aggregate of such claims exceeds $[omitted] and upon the aggregate of such Indemnified Losses exceeding $[omitted], the Purchaser shall be required to indemnify in respect of the amount of all such Indemnified Losses. (ii) The total of the liabilities and indemnities of the Purchaser under this Agreement, including any claims for Indemnified Losses arising out of, resulting from, attributable to or connected with Purchase Agreement Defaults, shall not exceed 100% of the Purchase Price, as adjusted pursuant hereto. (iii) The Purchaser shall have no liability in connection with Indemnified Losses unless the Vendor shall, prior to the expiry of the Survival Period, have provided the Purchaser with a Notice of Claim. (iv) Following the Survival Period, the limitations of this Section 9.4 shall not apply to the responsibilities of Purchaser described in Section 9.3...
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Limit on Responsibility. 62 9.5 Responsibility Extends To Legal Costs and Settlements...............63 9.6 Limitations.........................................................63 9.7
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Limit on Responsibility. Except in the case of fraud by the Vendor, in no event shall the total of the liabilities and indemnities of the Vendor under this Agreement, including, without limitation, any claims relating to its representations and warranties, exceed the Purchase Price.
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Related to Limit on Responsibility

  • For Non-Responsibility The Bidder agrees that if it is found by the State that the Bidder’s responses to the Vendor Responsibility Questionnaire were intentionally false or intentionally incomplete, on such finding, the Commissioner may terminate the Contract.

  • Union Responsibility The Union will attend to any necessary documentation required as a result of a change in the designated institution.

  • Specific Responsibilities Without limiting the responsibilities of the Manager, the Manager will: 1. Maintain office facilities (which may be in the offices of the Manager or a corporate affiliate but shall be in such location as the Trust reasonably determines). 2. Furnish statistical and research data, clerical services and stationery and office supplies. 3. Compile data for, prepare for execution by the Fund and file all the Fund’s federal and state tax returns and required tax filings other than those required by this Agreement to be made by the Fund’s custodian and transfer agent. 4. Prepare compliance filings pursuant to state securities laws with the advice of the Trust’s counsel. 5. Prepare the Trust’s Annual and Semi-Annual Reports to Shareholders and amendments to its Registration Statements (on Form N-1A or any replacement therefor). 6. Compile data for, prepare and file timely Notices to the SEC required pursuant to Rule 24f-2 under the 1940 Act. 7. Determine the daily pricing of the portfolio securities and computation of the net asset value and the net income of Fund in accordance with the Prospectus, resolutions of the Trust’s Board of Trustees, and the procedures set forth in EXHIBIT A: NET ASSET VALUE CALCULATIONS. 8. Keep and maintain the financial accounts and records of the Fund and provide the Trust with certain reports, as needed or requested by the Fund. 9. Provide officers for the Trust as requested by the Trust’s Board of Trustees. 10. Perform fund accounting services for the Fund as set forth in EXHIBIT B: FUND ACCOUNTING FUNCTIONS. 11. Generally assist in all aspects of the operations of the Fund.

  • Construction Responsibilities The party named in Article 1, Responsible Parties, under AGREEMENT is responsible for the following: A. Advertise for construction bids, issue bid proposals, receive and tabulate the bids, and award and administer the contract for construction of the Project. Administration of the contract includes the responsibility for construction engineering and for issuance of any change orders, supplemental agreements, amendments, or additional work orders that may become necessary subsequent to the award of the construction contract. In order to ensure federal funding eligibility, projects must be authorized by the State prior to advertising for construction. B. If the State is the responsible party, the State will use its approved contract letting and award procedures to let and award the construction contract. C. If the Local Government is the responsible party, the Local Government shall submit its contract letting and award procedures to the State for review and approval prior to letting. D. If the Local Government is the responsible party, the State must concur with the low bidder selection before the Local Government can enter into a contract with the vendor. E. If the Local Government is the responsible party, the State must review and approve change orders. F. Upon completion of the Project, the party responsible for constructing the Project will issue and sign a “Notification of Completion” acknowledging the Project’s construction completion and submit certification(s) sealed by a professional engineer(s) licensed in the State of Texas. G. For federally funded contracts, the parties to this Agreement will comply with federal construction requirements cited in 23 CFR Part 635 and with requirements cited in 23 CFR Part 633, and shall include the latest version of Form “FHWA-1273” in the contract bidding documents. If force account work will be performed, a finding of cost effectiveness shall be made in compliance with 23 CFR 635, Subpart B.

  • Cost Responsibility Interconnection Customer shall be responsible for and shall pay upon demand all Costs associated with the interconnection of the Customer Facility as specified in the Tariff. These Costs may include, but are not limited to, an Attachment Facilities charge, a Local Upgrades charge, a Network Upgrades charge and other charges. A description of the facilities required and an estimate of the Costs of these facilities are included in Sections 3.0 and 4.0 of the Specifications to this ISA.

  • Association Responsibilities The Association shall have, in addition to other responsibilities expressly set forth herein or provided by law, the following responsibilities:

  • Owner Responsibilities The project owner or the engineer or architect of record acting as the owner’s agent shall fund special inspection services.

  • Engineers Responsibility The Engineer shall be responsible for the accuracy of its work and shall promptly make necessary revisions or corrections resulting from its errors, omissions, or negligent acts without compensation. The Engineer will not be relieved of the responsibility for subsequent correction of any such errors or omissions or for clarification of any ambiguities until after the construction phase of the project has been completed.

  • Engineer Responsibilities No subcontract relieves the Engineer of any responsibilities under this contract.

  • Union Responsibilities Except for claims resulting from errors caused by defective City equipment, the Union agrees to indemnify and hold harmless the City for any loss or damage arising from the operation of this Article.

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