Negligent Acts or Omissions Sample Clauses

Negligent Acts or Omissions. If Xxxxxxx.xxx’s performance of its obligations under this Agreement is prevented or delayed as a result of any negligent act or omission of Partner, its agents, sub-contractors or employees, Xxxxxxx.xxx shall not be liable for any Losses that Partner incurs as a result.
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Negligent Acts or Omissions. Each Party to this Agreement shall be responsible for any liability, claim, loss, damage or expenses, including without limitation, reasonable attorney fees, arising from its negligent acts or omissions in connection with its performance of this Agreement, or its failure to comply with the terms of this Agreement, as determined by a court of competent jurisdiction. This necessarily includes IDEC’s responsibility for damage resulting from its intentional or negligent release of personally identifiable student, parent, or staff data.
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Negligent Acts or Omissions. To the extent permitted by Ohio law, including but not limited to the Ohio Constitution, Ohio Revised Code Chapter 2743 et seq. and Ohio Revised Code Section 3345.40, each Party agrees to be responsible for those damages or losses, which arise directly from the negligent acts or omissions of its own employees in performance of the agreement.
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Negligent Acts or Omissions. All insurance policies shall apply to the negligent acts or omissions of CM@Risk, its officers, agents, employees, and for CM@Risk’s legal responsibility for the negligent acts or omissions of its consultants and anyone directly or indirectly under its control, supervision, or employ, or that of CM@Risk’s subcontractors or subconsultants.
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Negligent Acts or Omissions. Contractor agrees to defend, indemnify and hold each of the Indemnified Parties harmless from and against any and all suits, losses, costs, claims, damages, demands, penalties, fines, settlements, liabilities and expenses (including reasonable attorneys’ fees, court costs and litigation expenses) claimed or incurred by reason of any bodily injury, death and/or property damage arising from any negligent act or omission of Contractor or any of its officers, contractors, subcontractors, agents, representatives or employees.
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Negligent Acts or Omissions of Tenant Tenant will pay to University the reasonable costs of any repairs or maintenance required as a result of willful, wrongful or negligent acts or omissions of Tenant, its agents, employees, or invitees, excepting reasonable wear and tear, damage by casualty and alterations approved by University.
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Negligent Acts or Omissions. Operator agrees to defend, indemnify, and hold each of the Authority, its Board members, officers, employees, agents, contractors and subcontractors (collectively, the “Indemnified Parties”) harmless from and against any and all suits, losses, costs, claims, damages, demands, penalties, fines, settlements, liabilities, and expenses (including reasonable attorneys’ fees, court costs, and litigation expenses) claimed or incurred by reason of any bodily injury, death, and/or property damage arising from any negligent act or omission of Operator or any of its officers, contractors, subcontractors, agents, representatives, Sublessees, or employees. Intentional Acts. Operator agrees to defend, indemnify, and hold each of the Indemnified Parties harmless from and against any and all suits, losses, costs, claims, damages demands, penalties, fines, settlements, liabilities, and expenses (including reasonable attorneys’ fees, court costs, and litigation expenses) claimed or incurred by reason of any bodily injury, death, and/or property damage arising from any intentional act of Operator or any of its officers, contractors, subcontractors, agents, representatives, Sublessees, or employees. Placement or Use of Hazardous Materials. Operator agrees to defend, indemnify and hold each of the Indemnified Parties harmless from and against any and all suits, losses, costs, claims, damages, demands, penalties, fines, settlements, liabilities, and expenses (including reasonable attorneys’ fees, court costs, and litigation expenses) arising from any negligent act or omission of Operator or any of its officers, contractors, subcontractors, agents, representatives, Sublessees, or employees with respect to any bodily injury, death, and/or property damage with respect to the use or placement of Hazardous Materials on the Airport or other areas. Negligent Acts or Omissions as to Hazardous Materials. Operator agrees to defend, indemnify, and hold each of the Indemnified Parties harmless from and against any and all suits, losses, costs, claims, damages, demands, penalties, fines, settlements, liabilities, and expenses (including reasonable attorneys’ fees, court costs, and litigation expenses) arising from any negligent act or omission of Operator or any of its officers, contractors, subcontractors, agents, representatives, Sublessees, or employees with respect to (i) any investigation, monitoring, clean-up, containment, removal, storage, or restoration work performed by Authority o...
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Negligent Acts or Omissions. Limitation on Damages. Except: (i) as otherwise provided in Section 25.0; and (ii) to the extent that appropriate remedies are agreed to by the Parties or ordered by the Commission, each Party's liability to the other Party for any loss relating to or arising out of any negligent act or omission in its performance of this Agreement, whether in contract or in tort, shall be limited to the amount that is or would have been charged to the other Party by such negligent or breaching Party for the specific service(s) or function(s) not performed or improperly performed, and only for the period of time such service or function was not performed or improperly performed.
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Related to Negligent Acts or Omissions

  • Delays or Omissions No delay or omission to exercise any right, power or remedy accruing to any party under this Agreement, upon any breach or default of any other party under this Agreement, shall impair any such right, power or remedy of such non-breaching or non-defaulting party nor shall it be construed to be a waiver of any such breach or default, or an acquiescence therein, or of or in any similar breach or default thereafter occurring; nor shall any waiver of any single breach or default be deemed a waiver of any other breach or default theretofore or thereafter occurring. Any waiver, permit, consent or approval of any kind or character on the part of any party of any breach or default under this Agreement, or any waiver on the part of any party of any provisions or conditions of this Agreement, must be in writing and shall be effective only to the extent specifically set forth in such writing. All remedies, either under this Agreement or by law or otherwise afforded to any party, shall be cumulative and not alternative.

  • Material Misstatements or Omissions Neither this Agreement nor any other document, certificate or statement furnished to Purchaser by or on behalf of Seller in connection with this Agreement contains any untrue statement of a material fact, or omits any material fact necessary to make the statements contained herein or therein not misleading in light of the context in which they were made.

  • No Untrue Statements or Omissions The information provided by the Sub-Adviser to the Adviser in writing shall not, to the knowledge of the Sub-Adviser, contain any untrue statement of a material fact or omit to state a material fact necessary to make the information not misleading.

  • No Material Misstatements or Omissions At each time of effectiveness, at the date hereof, at the Closing Date, and at each Option Closing Date, if any, the Registration Statement and any post-effective amendment thereto complied or will comply in all material respects with the requirements of the Securities Act and the Rules and Regulations and did not, does not, and will not, as the case may be, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Time of Sale Disclosure Package (as defined below) as of the date hereof and at the Closing Date and on each Option Closing Date, any roadshow or investor presentations delivered to and approved by the Underwriter for use in connection with the marketing of the offering of the Securities (the “Marketing Materials”), if any, and the Final Prospectus, as amended or supplemented, as of its date, at the time of filing pursuant to Rule 424(b) under the Securities Act, at the Closing Date, and at each Option Closing Date, if any, did not, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties set forth in the two immediately preceding sentences shall not apply to statements in or omissions from the Registration Statement, the Time of Sale Disclosure Package or any Prospectus in reliance upon, and in conformity with, written information furnished to the Company by the Underwriter specifically for use in the preparation thereof, which written information is described in Section 7(f). The Registration Statement contains all exhibits and schedules required to be filed by the Securities Act or the Rules and Regulations. No order preventing or suspending the effectiveness or use of the Registration Statement or any Prospectus is in effect and no proceedings for such purpose have been instituted or are pending, or, to the knowledge of the Company, are contemplated or threatened by the Commission.

  • No Misstatements or Omissions (i) As of the Effective Date and as of the applicable effective date of any subsequent amendment to the Registration Statement (including the filing of any document incorporated by reference in the Registration Statement) that becomes effective prior to the Closing Time (as defined in Section 2(b)), the Registration Statement, as then amended as of any such time, and the Indenture, complied or will comply, as the case may be, in all material respects with the applicable requirements of the 1933 Act, the Trust Indenture Act of 1939, as amended (the “1939 Act”), and the 1934 Act and the respective rules thereunder, (ii) as of the date hereof, and as of the date of any further supplement to the Prospectus, the Prospectus, as then amended or supplemented as of any such time, will comply in all material respects with the applicable requirements of the 1933 Act, the 1939 Act and the 1934 Act and the respective rules thereunder, (iii) as of the Effective Date and as of the applicable effective date of any subsequent amendment to the Registration Statement that becomes effective prior to the Closing Time, the Registration Statement, as then amended as of such time, did not or will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading, (iv) the Disclosure Package (as defined below) does not, and at the Applicable Time and at the Closing Time, will not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and (v) as of the date hereof, as of the date of any further supplement to the Prospectus and as of the Closing Time, the Prospectus, as then amended or supplemented as of such time, did not or will not contain any untrue statement of material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Company makes no representations or warranties as to (i) that part of the Registration Statement which shall constitute the Statement of Eligibility on Form T-1 under the 1939 Act of the Trustee (the “Form T-1”) or (ii) the information contained in or omitted from the Registration Statement or the Prospectus or any amendment thereof or supplement thereto in reliance upon and in conformity with information furnished in writing to the Company by or on behalf of any Underwriter through the Representatives specifically for use in the Registration Statement and the Prospectus.

  • Excluded Action or Omissions To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.

  • Misconduct Unless a Change of Control shall have occurred after the date hereof:

  • Misrepresentations Borrower or any Person acting for Borrower makes any representation, warranty, or other statement now or later in this Agreement, any Loan Document or in any writing delivered to Bank or to induce Bank to enter this Agreement or any Loan Document, and such representation, warranty, or other statement is incorrect in any material respect when made;

  • Delay or Omission; No Waiver No course of dealing on the part of any Noteholder and no delay or failure on the part of any such Person to exercise any right hereunder shall impair such right or operate as a waiver of such right or otherwise prejudice such Person's rights, powers and remedies hereunder. Every right and remedy given by this Unconditional Guaranty or by law to any Noteholder may be exercised from time to time as often as may be deemed expedient by such Person.

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