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Common use of LIMITATION OF LIABILITY AND INDEMNITY Clause in Contracts

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject to the provisions of the relevant laws that are applicable in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CY, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with or in any way related to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of them.

Appears in 16 contracts

Samples: Securities Trading Agreement, Securities Trading Agreement, Securities Trading Agreement

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LIMITATION OF LIABILITY AND INDEMNITY. 19.1. 20.1 Subject to the provisions of the relevant laws that are applicable in Competition and Consumer Xxx 0000, the Republic of Cyprus from time to timeAustralian Securities and Investments Commission Xxx 0000, the Corporations Xxx 0000 and any other rights implied by law which cannot be excluded by Agreement between Admiral and you: a) AM CY and any Affiliates make Admiral makes no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Admiral provides under this Agreement, including, without limitation, AM CYlimitation Admiral’s trading platform; b) AM CY and its Affiliates are excluded from Admiral excludes all liability in contract or otherwise relating to or resulting from use of any service to be provided Admiral provides in any capacity in which it may provide such service under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access toto , the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are 20.2 Admiral is not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable)services. 19.3. 20.3 To the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CY, Admiral and its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates our Affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven providing to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CYAdmiral, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY Admiral in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY Admiral complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; Admiral; j) arising from and in connection with or in any way related to AM CY Admiral in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CYAdmiral’s observance of this Agreement, and out of Admiral or a sub-custodian holding any of the financial products in our name; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of them.

Appears in 13 contracts

Samples: Securities Trading Agreement, Securities Trading Agreement, Securities Trading Agreement

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject (a) The Company shall not be liable to the provisions of the relevant laws that are applicable Customer in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantabilitycontract, fitness for a particular purpose, or otherwise tort (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; negligence), any other theory of liability and/or under any warranty or otherwise for: (a) the quality, life, handling or other required specifications of the products that are packaged using the Goods; (b) AM CY and its Affiliates are excluded from all liability in contract damages or otherwise relating to or accidents resulting from use the Customer's, the Customer's employees’ and/or any contractors’, independent contractors’, agents’ or other persons on the premises’: (i) failure to observe the operating and safety instructions for the Goods or (ii) any act or omission concerning the improper handling, storage, installation, sanitation, operation and/or maintenance of any service to be provided under this Agreement and the Goods; or (c) for any loss incurred by you directly direct, indirect, incidental, punitive, special, exemplary or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you consequential damages (including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from loss of use, loss of product, cost of capital, loss of goodwill, loss of business opportunity, business interruption, loss of revenue, overhead and/or profits, loss of savings, cost of procurement of substituted goods, loss of any contract that may be suffered by the supply Customer or for any matter arising out of a service or in connection with the use or inability to use the Goods) regardless of whether such damages were foreseeable and whether or not the Company was advised of the possibility thereof. For greater certainty, the Customer irrevocably and unconditionally waives with respect to the Sales Agreement and the provision of custodial or depository services (as and if applicable). 19.3. To Goods, to the fullest extent permitted by law, you releaseall of the rights, discharge benefits, conditions, warranties and indemnify and agree to keep AM CYprotections, its Affiliates and their directorsexpress, officersimplied or statutory, employeesgiven by the Sale of Goods Act or equivalent legislation, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of:if any. a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; (b) any breach by you In the event of any applicable law; c) any representation claim or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or any error or inadequacy in claim over against the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with or in any way related to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) Company in respect of themthe Goods, once delivered to the Customer as contemplated herein, the Customer shall indemnify and hold harmless the Company for all such claims or claims over for any reason whatsoever.

Appears in 3 contracts

Samples: Sales Agreement, Sales Agreement, Sales Agreement

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject to the provisions of the relevant laws that are applicable in the Republic of Cyprus England and Wales from time to time: a) AM CY UK and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CYUK’s trading platform; b) AM CY UK and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY UK and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CYUK, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CYUK, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY UK in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY UK complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CYUK; j) arising from and in connection with or in any way related to AM CY UK in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of them.

Appears in 3 contracts

Samples: Securities Trading Agreement, Securities Trading Agreement, Securities Trading Agreement

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject 11.1 Nothing in this Agreement shall limit or exclude: (i) a Party’s liability for death or personal injury resulting from the negligence of a Party, its employees, agents or contractors while acting in the course of their employment or engagement (as the case may be); or (ii) a Party’s fraud or any other liabilities to the extent that it cannot be limited or excluded by law. 11.2 Notwithstanding any other provisions of the relevant laws that are applicable in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you releaseASTRI shall not be liable to Supplier for any indirect, discharge special, consequential, collateral, incidental or punitive losses or damages including loss of business, revenue, profit, contracts, anticipated savings or goodwill, loss of use or value of any equipment including software, claims of third parties and all associated and incidental costs and expenses. 11.3 Subject to Clauses 11.1 and 11.2 and to such extent permissible by law, the aggregate liability of ASTRI to Supplier for all liabilities arising by reason of or in connection with this Agreement and regardless of the form in which any legal or equitable action may be brought (whether in tort, contract, strict liability or otherwise) is limited to the aggregate of the Price paid by ASTRI to Supplier under this Agreement. 11.4 Supplier shall indemnify and agree to keep AM CYhold harmless ASTRI, its Affiliates agents, employees and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified anyone using the Goods and/or Services from and against all suits, actions, proceedings, claims arising out of: a) (including any defaultclaim of any third party’s Intellectual Property Rights), demands, losses, damages, judgments, interest, attorneys’ fees, fines, costs and expenses of whatsoever kind or nature and any other liabilities, whether by your act arising before or omission after completion of the delivery of the Goods or performance of the Services under this Agreement Agreement, in any manner caused or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven claimed to be untrue caused by the acts, omissions, faults, breach of express or incorrect; d) any errorimplied warranty, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure breach of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CYthe provisions of this Agreement, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result negligence of systems or market delaysSupplier, or due to verification procedures of anyone acting under its direction or unauthorised processes control or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance withon its behalf, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with or in any way related Goods and/or Services provided by Supplier to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of ASTRI under this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of them.

Appears in 3 contracts

Samples: General Conditions for the Supply of Goods and/or Services, General Conditions for the Supply of Goods and/or Services, General Conditions for the Supply of Goods and/or Services

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject 10.1 The following provisions set out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents and sub- contractors) to the provisions of the relevant laws that are applicable Customer in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. (a) any inaccuracybreach of these Conditions; (b) any use made or resale by the Customer of any of the Goods (or of any product incorporating any of the Goods) and any use made by the Customer of the Services; and (c) any representation, error statement or delay in tortious act or omission from any information provided to you including negligence arising under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect connection with the Contract. 10.2 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the transmission Sale of ordersGoods Xxx 0000 and section 2 of the Supply of Goods and Services Act 1982) are, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To to the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CY, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified excluded from and against all claims arising out ofthe Contract. 10.3 Nothing in these Conditions excludes or limits the liability of the Company: (a) any default, whether for death or personal injury caused by your act or omission under this Agreement or any order, instruction or transaction;the Company's negligence; or (b) any breach by you of any applicable law;under section 2 (3), Consumer Protection Xxx 0000; or (c) for any representation matter which it would be illegal for the Company to exclude or warranty made or given by you under this Agreement proven attempt to be untrue or incorrect;exclude its liability; or (d) any errorfor fraud or fraudulent misrepresentation. 10.4 Subject to clause 10.2 and clause 10.3: (a) he Company's total liability in contract, omissiontort (including negligence or breach of statutory duty), fraudmisrepresentation, malfeasancerestitution or otherwise, negligencearising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract price; and (b) the Company shall not be liable to the Customer for loss of profit, misappropriation loss of business, or criminal act depletion of goodwill in each case whether direct, indirect or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CYconsequential, or any error claims for consequential compensation whatsoever (howsoever caused) which arise out of or inadequacy in connection with the data Contract. 10.5 Without limiting any other indemnity of the Customer under these Conditions, the Customer shall hold the Company harmless and keep the Company fully and promptly indemnified against all direct, indirect or information input into such systems consequential liabilities (all three of which terms include loss of profit, loss of business, depletion of goodwill and like loss), loss, damages, injury, costs and expenses (including legal and other professional fees and expenses) awarded against or networks incurred or paid by you; f) any delays in processing any order or instruction including, for instance, the Company as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with or in any way related to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed claim made by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable in connection with against the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) Company in respect of themany liability, loss, damage, injury, cost or expense whatsoever, howsoever and to whomsoever occurring, to the extent that such liability, loss, damage, injury, cost or expense arises directly or indirectly from the Customer's fraud, negligence, failure to perform or delay in the performance of any of its obligations under the Contract or breach thereof, subject to the Company confirming such costs, charges and losses to the Customer in writing.

Appears in 2 contracts

Samples: Conditions of Supply, Conditions of Supply

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject to the provisions of the relevant laws that are applicable in the Republic of Cyprus Seychelles from time to time: a) AM CY Aglobe and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CYAglobe’s trading platform; b) AM CY Aglobe and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY Aglobe and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CYAglobe, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CYAglobe, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY Aglobe in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY Aglobe complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; Aglobe; j) arising from and in connection with or in any way related to AM CY Aglobe in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CYAglobe’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of them.

Appears in 2 contracts

Samples: Securities Trading Agreement, Securities Trading Agreement

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject to the provisions of the relevant laws that are applicable in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you releaseneither Clarriets, discharge and indemnify and agree to keep AM CYnor its affiliates, its Affiliates and their directors, officersemployees or contractors, employeesshall be liable for any direct, associatesindirect, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any defaultpunitive, whether by your act incidental, special or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) consequential damages arising from and in connection with or in any way related connected with the use of the Website, the content of the Website, any delay or inability to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email use the Website or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable otherwise in connection with the acquisition Website, whether based on contract, tort, strict liability or otherwise. Subject to applicable law, we shall not be liable for any of the matters in the following non-exhaustive list: mistakes, omissions, interruptions, deletion of files or emails, errors, viruses, delays in operation or any failures of performance, whether or not resulting from natural acts, communications issues, theft, destruction, or unauthorised access to our products and services and records. We disclaim warranties of any financial product or kind in relation to the Websites, either expressed or implied. No oral advice, written or electronically transmitted information given by us, our affiliates, directors, employees or contractors, shall create any calls warranty under any circumstance. Clarriets reserves the right to refuse to accept and process any and all customer orders on any and all products and services and to suspend, discontinue, and refuse the use or demands acceptance of any and all offers, promotions, discounts, at its sole discretion. Some or all of exclusions or limitations of liability above may not apply to you if you are resident in a country which prohibits such exclusions or limitations of liability. For the avoidance of doubt, nothing in these Terms of Use seeks to exclude or limit our liability for payments (death or personal injury arising from our negligence, or our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, or any other liability which cannot be excluded or limited under applicable law. In such case these Terms of Use shall be read as closely as possible to their current wording notwithstanding the prohibition of such terms. You agree to fully indemnify Clarriets, its officers, directors, employees, agents, distributors, vendors, affiliates, successors and assigns from and against any and all third party claims, demands, liabilities, costs or expenses resulting from your breach of any of these Terms of Use insofar as they relate to Customer and/or your Public Profile, including unpaid capital) but not limited to, any allegations, damages or claims relating to any of your Customer Content, Public Profile or other postings or communications in respect any forums or facilities on the Websites, or for infringement or violation of themany third-party rights. We believe these terms are fair and sensible. Even if one or more of these terms cannot be enforced, the rest of these terms will remain in force. Each provision of the Terms of Use shall be construed as separately applying even if for any reason one or other of those provisions is held to be inapplicable or unenforceable in any circumstances.

Appears in 1 contract

Samples: Terms of Sale

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LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject 11.1 This Clause 11 sets out the entire liability of XPEREDON to the provisions of the relevant laws that are applicable Client in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided breach of its obligations under this Agreement and/or tortious act and/or omission, negligence and/or representation made in connection with this Agreement. 11.2 XPEREDON assumes no responsibility, and the Client shall indemnify and keep indemnified XPEREDON and it employees or agents for loss, damage, or injury to any loss incurred person or property, of whatever nature and whether direct or indirect, occasioned by, arising from, or due to: (i) the breach by you directly or indirectly Client of any Applicable Laws; (ii) representations made to donors by the Client including without limitation as a result any representations relating to the creditworthiness or character of the Client; (iii) the inaccuracy or arising out of:unlawfulness of any content provided by Client on XPEREDON or related websites. i. (iv) the reliance by the Client on any inaccuracy, error information issued by its bankers; (v) any fraudulent or delay in erroneous transactions or omission transactions incorrectly authorised or by the Acquiring Bank; (vi) any charge-backs to the Acquiring Bank or any refunds payable to or from any information provided to you under this AgreementPayers; ii. (vii) any delays cause over which XPEREDON does not have direct control, including problems attributable to computer hardware or failures software (including computer viruses), telephone or inaccuraciesother communications, Internet Service Providers, delays, non- deliveries, mis-deliveries, or loss service interruptions arising from Force Majeure; (viii) unauthorised interception or use of access to, data relating to the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, Client or the loss Services (ix) any actions or transactions by any individual or entity that uses the Client’s Username, Password or Shared Secret; (x) any breach by the Client of access to, its obligations under the trading platform Data Protection Laws; and (xi) any breach by the Client of Clause 3 above; except and to the extent such Losses result directly from the knowing or in respect wilful misconduct of XPEREDON. 11.3 XPEREDON shall not be liable to the transmission of orders, instructions Client or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable third party in contract, tort (including negligence) or otherwise for any loss of prospective profits revenue, business, use, goodwill, anticipated savings, profit, data or expenses for any financial loss whatsoever or for any indirect, special, indirect incidental, punitive or consequential damages resulting from loss or damage howsoever arising in relation to the supply use of a service and the Additional Services or any failure or error or default by XPEREDON in the provision thereof, or that result from mistakes, omissions, interruptions, deletion of custodial files, e-mail errors, defects, viruses, Trojan horses, worms, delays in operation or depository services (as and if applicable). 19.3. To the fullest extent permitted by lawtransmission, you release, discharge and indemnify and agree to keep AM CY, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer performance, whether or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with or in any way related to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation not limited to any calls or demands for payments (including unpaid capital) in respect events of themForce Majeure.

Appears in 1 contract

Samples: Partner License Agreement

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject to the provisions of the relevant laws that are applicable in the Republic of Cyprus Seychelles from time to time: a) AM CY Aglobe and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CYAglobe’s trading platform; b) AM CY Aglobe and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY Aglobe and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CYAglobe, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CYAglobe, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY Xxxxxx in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY Aglobe complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; Aglobe; j) arising from and in connection with or in any way related to AM CY Aglobe in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CYXxxxxx’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of them.

Appears in 1 contract

Samples: Securities Trading Agreement

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject 10.1 To the extent permitted by Applicable Laws and subject to the provisions of the relevant laws that are applicable in Competition and Consumer Act, ASIC Act and the Republic Corporations Act which cannot be excluded by agreement between the parties, we and each of Cyprus from time to time: a) AM CY our directors, officers, employees and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all Associates will not have liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss Loss incurred by you directly or indirectly (except to the extent resulting from or caused by our negligence, fraud or dishonesty), without limitation as a result of or arising out of: i. any inaccuracy, error (a) our failure to act (or delay in or omission from any information provided refuse to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, act) on your instructions or the loss instructions of access toan Authorised Person, the trading platform or in respect regardless of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you release, discharge and indemnify and agree to keep AM CY, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or there were any error or inadequacy omission in the data or information input into such systems or networks by youyour instructions; f(b) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due your failure to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedurescomply with these Terms; g(c) anything lawfully done by AM CY us, in accordance with these Terms or in compliance with a direction, request, or requirements under Applicable laws or of a regulatory authority; (d) any event or circumstance which we cannot reasonably control, including failure or problems involving the relevant stock exchange or market operator or failure of electronic or mechanical equipment or communication lines; (e) any delay, interruption, omission, failure, error or fault by us in passing on and executing your instructions; (f) any failure by a Service Provider; (g) market movements and other risks associated with the Investments; (h) reliance on a document or message that we had no reason to believe was not authentic or delays caused by our further investigation of the authenticity of the instructions. 10.2 You agree to indemnify and keep indemnified us and each of our directors, officers, representatives, agents, employees and Associates (Indemnified Parties) from and against any Loss reasonably incurred by any of the Indemnified Parties acting under, or in connection with, pursuant these Terms except insofar as any Loss is caused by the negligence, fraud or incidental to this Agreement; h) wilful misconduct of any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with or in any way related to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance Indemnified Party. We hold the benefit of this Agreement; or l) payable in connection indemnity for each Indemnified Party, and this indemnity continues after the termination of these Terms and is for the benefit of each of the Indemnified Parties and may be enforced by an Indemnified Party individually or jointly with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of themanother Indemnified Party.

Appears in 1 contract

Samples: Terms of Business

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject to the provisions of the relevant laws that are applicable in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. any inaccuracy, error or delay in or omission from any information provided to you under this Agreement; ii. any delays or failures or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption event. 19.2. AM CY and its Affiliates are not liable in contract, tort (including negligence) or otherwise for any loss of prospective profits or expenses or special, indirect or consequential damages resulting from the supply of a service and the provision of custodial or depository services (as and if applicable). 19.3. To the fullest extent permitted by law, you releaseneither Fabulous Fibres, discharge and indemnify and agree to keep AM CYnor its affiliates, its Affiliates and their directors, officersemployees or contractors, employeesshall be liable for any direct, associatesindirect, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any defaultpunitive, whether by your act incidental, special or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; g) anything lawfully done by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body or any regulatory body having jurisdiction over AM CY; j) consequential damages arising from and in connection with or in any way related connected with the use of the Website, the content of the Website, any delay or inability to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email use the Website or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable otherwise in connection with the acquisition Website, whether based on contract, tort, strict liability or otherwise. Subject to applicable law, we shall not be liable for any of the matters in the following non- exhaustive list: mistakes, omissions, interruptions, deletion of files or emails, errors, viruses, delays in operation or any failures of performance, whether or not resulting from natural acts, communications issues, theft, destruction, or unauthorised access to our products and services and records. We disclaim warranties of any financial product or kind in relation to the Websites, either expressed or implied. No oral advice, written or electronically transmitted information given by us, our affiliates, directors, employees or contractors, shall create any calls warranty under any circumstance. Fabulous Fibres reserves the right to refuse to accept and process any and all customer orders on any and all products and services and to suspend, discontinue, and refuse the use or demands acceptance of any and all offers, promotions, discounts, at its sole discretion. Some or all of exclusions or limitations of liability above may not apply to you if you are resident in a country which prohibits such exclusions or limitations of liability. For the avoidance of doubt, nothing in these Terms of Use seeks to exclude or limit our liability for payments (death or personal injury arising from our negligence, or our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, or any other liability which cannot be excluded or limited under applicable law. In such case these Terms of Use shall be read as closely as possible to their current wording notwithstanding the prohibition of such terms. You agree to fully indemnify Fabulous Fibres, its officers, directors, employees, agents, distributors, vendors, affiliates, successors and assigns from and against any and all third party claims, demands, liabilities, costs or expenses resulting from your breach of any of these Terms of Use insofar as they relate to Customer and/or your Public Profile, including unpaid capital) but not limited to, any allegations, damages or claims relating to any of your Customer Content, Public Profile or other postings or communications in respect any forums or facilities on the Websites, or for infringement or violation of themany third-party rights. We believe these terms are fair and sensible. Even if one or more of these terms cannot be enforced, the rest of these terms will remain in force. Each provision of the Terms of Use shall be construed as separately applying even if for any reason one or other of those provisions is held to be inapplicable or unenforceable in any circumstances.

Appears in 1 contract

Samples: Terms of Sale

LIMITATION OF LIABILITY AND INDEMNITY. 19.1. Subject 13.1 This Clause 13 sets out the entire liability of the Organiser (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the provisions of the relevant laws that are applicable Exhibitor / Sponsor in the Republic of Cyprus from time to time: a) AM CY and any Affiliates make no warranties either expressly or impliedly as to merchantability, fitness for a particular purpose, or otherwise (including as to accuracy, availability, completeness or quality), with respect to any services offered by virtue of the Agreement, including, without limitation, AM CY’s trading platform; b) AM CY and its Affiliates are excluded from all liability in contract or otherwise relating to or resulting from use of any service to be provided under this Agreement and for any loss incurred by you directly or indirectly without limitation as a result of or arising out of: i. 13.1.1 any inaccuracy, error or delay in or omission from any information provided to you under breach of this Agreement; ii. 13.1.2 any delays use made by the Exhibitor of the Stand Space; and 13.1.3 any representation, statement or failures tortious act or inaccuracies, or loss of access to, the provision of a service to you including, without limitation, any delay, failure or inaccuracy in, or the loss of access to, the trading platform omission (including negligence) arising under or in respect of the transmission of orders, instructions or any other information; iii. any misinterpretation of your order or instructions which are unclear, ambiguous, or not specific; or iv. a service disruption eventconnection with this Agreement. 19.2. AM CY and 13.2 Neither the Organiser nor any of its Affiliates are not respective agents shall be liable to the Exhibitor / Sponsor under this Agreement in contract, tort (including negligencenegligence and breach of statutory duty) or otherwise for any loss of prospective profits (whether direct or expenses indirect), revenue, goods, use, anticipated savings, goodwill, reputation or specialbusiness opportunity or for any indirect, indirect incidental special or consequential damages resulting from loss arising under this Agreement (whether or not reasonably foreseeable and even if it had been advised of the supply of a service and other incurring the provision of custodial or depository services (as and if applicablesame). 19.3. To 13.3 Subject to Clause 13.5 below, the Organiser’s total liability in contract, tort (including negligence or breach of statutory duty) or otherwise arising in connection with this Agreement shall be limited to the total Fees paid by the Exhibitor / Sponsor for the relevant Exhibition / Awards in connection with which such liability arises. 13.4 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, you releaseexcluded from this Agreement. 13.5 Nothing in this Agreement purports to exclude or limit either party’s liability for death or personal injury as a result of its negligence, discharge and fraud or fraudulent misrepresentation or any liability that cannot be excluded by law. 13.6 The Exhibitor / Sponsor shall on demand indemnify and agree to keep AM CYindemnified the Organiser against all costs, claims, demands, proceedings and losses whatsoever made against or incurred by the Organiser, its Affiliates and their directors, officers, employees, associates, agents and representatives as well as their affiliates indemnified from and against all claims arising out of: a) any default, whether by your act or omission under this Agreement or any order, instruction or transaction; b) any breach by you of any applicable law; c) any representation or warranty made or given by you under this Agreement proven to be untrue or incorrect; d) any error, omission, fraud, malfeasance, negligence, misappropriation or criminal act or omission by you or by any of your clients, employees, agents or authorised persons, consultants or servants; e) any failure of any of your computer or electronic systems or networks to perform, be available or successfully transmit data to AM CY, or any error or inadequacy in the data or information input into such systems or networks by you; f) any delays in processing any order or instruction including, for instance, contractors as a result of systems or market delays, or due to verification procedures or unauthorised processes or due to call waiting time or adherence to internal policies and procedures; gany breach of any term(s) anything lawfully done of this Agreement by AM CY in accordance with, pursuant or incidental to this Agreement; h) any instruction, request or direction given by you; i) by reason of AM CY complying with any direction, request or requirement of applicable law, any financial market, any government body the Exhibitor / Sponsor or any regulatory body having jurisdiction over AM CY; j) arising from and in connection with of their agents, contractors or in any way related to AM CY in good faith accepting and acting on instructions received by facsimile transmission, email or by other means which are signed by or purported to be signed by you or any authorised person; k) arising out of AM CY’s observance of this Agreement; or l) payable in connection with the acquisition of any financial product or in relation to any calls or demands for payments (including unpaid capital) in respect of thememployees.

Appears in 1 contract

Samples: Event Terms and Conditions

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