Limitation of Duties. The Custodian in its capacity as such:
(a) in the course of its review of the Mortgage Files, shall not be required to make determinations (1) of a legal nature or (2) as to the authority of any officer or agent of the Master Servicer, Trustee or other entity who has executed (or certified with respect to) any document which is part of the Mortgage File;
(b) shall have no duties or obligations other than those specifically set forth herein or as may subsequently be agreed upon in writing by the parties hereto and shall use the same degree of care and skill as is reasonably expected of financial institutions acting in comparable capacities;
(c) will be regarded as making no representations and having no responsibilities as to the validity, sufficiency, value, genuineness, ownership or transferability of any Mortgage Loans and will not be required to and will not make any representations as to the validity, value or genuineness of the Mortgage Loans;
(d) shall not be obligated to take any legal action hereunder which might in its judgment involve any expense or liability unless it has been furnished with reasonable indemnity;
(e) may rely on and shall be protected in acting upon any certificate, instrument, opinion, notice, letter, telegram or other document, or any security, delivered to it and reasonably believed by it to be genuine and to have been signed by the Master Servicer or the Trustee;
(f) may rely on and shall be protected in acting upon the written instructions of the Master Servicer or the Trustee and such employees and representatives of the Master Servicer and the Trustee, as applicable, may hereinafter designate in writing;
(g) may consult counsel satisfactory to it (including counsel for the Trustee or the Master Servicer) and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken, suffered, or omitted by it hereunder in good faith and in accordance with the opinion of such counsel (provided that the fees of such counsel in connection with such consultation and opinion shall be paid by the Custodian); and
(h) shall not be liable for any error of judgment, or for any act done or step taken or omitted by it, in good faith, or for any mistake of fact or law, or for anything which it may do or refrain from doing in connection therewith, except in the case of a breach of any of the Custodian’s obligations hereunder, negligence or willful misconduct. The Custodian shall be held to the sa...
Limitation of Duties. NCCI shall be responsible for the performance of only those duties expressly stated in this agreement. NCCI shall exercise reasonable care to collect, account for, and disburse all funds received pursuant to the instructions contained in this Agreement. The SELLER/HOLDER shall be responsible for the collection and payment of any taxes due on their proceeds from this account. Unless the Agreement states otherwise, NCCI is not required to report to the SELLER/HOLDER ownership changes, cancellation or other lapse of insurance, outstanding real estate taxes and other assessments, or any other matters or conditions which may affect the agreement(s) between BUYER/MAKER and SELLER/HOLDER, and/or the collateral described therein. NCCI may elect, at NCCI's option, to provide notice of any such matters which come to its attention, however, no such election shall create a continuing obligation on the part of NCCI to provide any other notice(s) not specifically provided in this Agreement.
Limitation of Duties. The Custodian in its capacity as such:
Limitation of Duties. Escrow Agent shall have no duties except those which are expressly set forth herein and it shall not be bound by any agreement of the Parties (whether or not it has any knowledge thereof) other than this Agreement.
Limitation of Duties. A. Every teacher shall be provided a lunch period free of any duty or responsibility each regularly scheduled workday. This period shall extend for at least thirty (30) consecutive minutes. Teachers shall have the right to leave the building during this time provided they notify the office when leaving and upon returning. Except for emergencies, teachers shall have the right to decline a request to perform any duties during the lunch period.
B. With the exception of Article XXI, paragraph X.0, a teacher, under no circumstances, will be required to transport a student on behalf of the school.
C. Each high school teacher will have 450 minutes of unassigned duty time per week; planning time will be allocated daily. With the exception of twice monthly when principals may utilize 45 minutes of that time to coordinate team meetings, staff development or other instructional-related activities. To facilitate collaboration, teachers may schedule this time outside the student day when approved by administration. Any such collaboration time not used will revert to the teacher as unassigned duty time.
D. Each middle school teacher shall have a total of 300 minutes of unassigned duty time per week. At a minimum, planning time will be allocated on a daily basis with at least one period of unassigned time per day.
E. Each elementary teacher shall have a total of at least 310 minutes unassigned duty time per week; 240 of those minutes shall be during the student day and shall not be scheduled in less than 40- minute blocks. This planning time will be allocated on a daily basis. Time beyond the 240 minutes may be scheduled outside the student day as follows: • One block that must not be less than 30 minutes. • The remaining 40 minutes must be in blocks not less than 20 minutes. Transportation related issues may prevent this language from being implemented for up to the first 10 student days. • Any time beyond 310 minutes may be scheduled by the principal.
F. Whenever possible, elementary specials teachers’ schedules will be arranged to provide up to 5 minutes between classes in order to transition from one class to the next.
G. At the elementary level, decisions concerning departmentalization will be discussed with the impacted teachers. The principal retains the authority to make the final decision on implementing departmentalization.
H. Media specialists will receive an additional 30 minutes per month of unassigned time to maintain the media center and attend to other no...
Limitation of Duties. The Fiscal Agent has no responsibilities or duties to verify the Academy's pupil membership count, as defined in the State School Aid Act of 1979, as amended, or to authorize, to approve or to determine the accuracy of the State Aid School Payments received on behalf of the Academy from the State Treasurer. The duties of the Fiscal Agent are limited to the receipt and transfer to the Academy of State School Aid Payments and Other Funds received by the University Board on behalf of the Academy. The Fiscal Agent shall have no duty to monitor or approve expenditures made by the Academy Board.
Limitation of Duties. (a) The Administrative Agent (which term as used in this sentence shall include reference to its Affiliates and its own and its Affiliates’ officers, directors, employees and agents) shall not (i) have any duties or responsibilities except those expressly set forth in this Agreement and shall not by reason of this Agreement be a trustee for, or a fiduciary with respect to, the Pledgor or any other Person; (ii) be responsible to the Pledgor for any recitals, statements, representations or warranties contained in any notice or report, or in any other certificate or other document referred to or provided for in, or received by it under, the Credit Agreement, this Agreement or any other Credit Document, or for the value, validity, effectiveness, genuineness, enforceability or sufficiency of the Credit Agreement, this Agreement or any other Credit Document or for any failure by any Person to perform any of its obligations hereunder or thereunder, except for its own bad faith breach of any of its obligations under this Agreement or any other Credit Document, gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision); (iii) be required to initiate or conduct any litigation or collection proceedings hereunder; and (iv) be responsible for any action taken or omitted to be taken by it under the Credit Agreement, this Agreement or any other Credit Document or under any other document or instrument referred to or provided for herein or therein or in connection herewith or therewith, except for its own bad faith breach of any of its obligations under this Agreement or any other Credit Document, gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision).
(b) In no event shall the Administrative Agent be liable for indirect, special, punitive or consequential damages of any kind whatsoever (including lost profits and lost business opportunity) even if it is advised of the possibility of such damages and regardless of the form of action in which any such damages may be claimed.
(c) In no event shall the Administrative Agent be responsible for, or have any liability with respect to, any losses due to forces beyond its reasonable control, including without limitation, strikes, work stoppages, acts of war or terrorism, insurrection, revolution, nuclear or natural catastrophes or act of God, and interruptions, loss or malfunction of u...
Limitation of Duties. Neither A&M, nor the Engagement Personnel make any representations or guarantees that, inter alia, (i) an appropriate restructuring proposal or strategic alternative can be formulated for the Company, (ii) any restructuring proposal or strategic alternative presented to the Company’s management or the Board will be more successful than all other possible restructuring proposals or strategic alternatives, (iii) restructuring is the best course of action for the Company, or (iv) if formulated, that any proposed restructuring plan or strategic alternative will be accepted by any of the Company’s creditors, shareholders and other constituents. Further, neither A&M, nor the Engagement Personnel, assume any responsibility for the Company’s decision to pursue, or not pursue any business strategy, or to effect, or not to effect any transaction. The Engagement Personnel shall be responsible for implementation only of the restructuring proposal or alternative approved by the Board and only to the extent and in the manner authorized and directed by the Board.
Limitation of Duties. The Trustee is a party to this Agreement solely for the purposes set forth herein and neither the Trustee nor any of its officers, directors, employees or agents shall have any duties or obligations with respect to the Trust Fund, except as expressly set forth herein. To the extent not prohibited by ERISA, the Trustee shall not be responsible in any way for any action or omission of the Employer or the Named Fiduciary with respect to the performance of the Employer’s or Named Fiduciary’s duties and obligations set forth in this Agreement and in the Plan. The Trustee may rely upon such information, direction, action or inaction of the Employer or the Named Fiduciary as being proper under the Plan or the Agreement and is not required to inquire into the propriety of any such information, direction, action or inaction.
Limitation of Duties. An Indemnified Person acting under this Agreement shall not be liable to Premier LP or to any other Indemnified Person for such Indemnified Person’s good-faith reliance on the provisions of this Agreement. The provisions of this Agreement, to the extent that they limit the duties (including fiduciary duties) and liabilities of an Indemnified Person otherwise existing at law or in equity, are agreed by the parties hereto to replace such other duties and liabilities of such Indemnified Person.
