No liability unless statement made fraudulently Sample Clauses

No liability unless statement made fraudulently. No party shall have any liability or remedy in tort in respect of any representation, warranty or other statement (other than those contained in this agreement) being false, inaccurate or incomplete unless it was made fraudulently, wilfully or deliberately.
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No liability unless statement made fraudulently. Without prejudice to the right of the Purchaser to make a claim in respect of the Warranties (including the Repeated Warranties) the Purchaser irrevocably waives any right it may have to claim damages and/or rescission in respect of any misrepresentation whether oral or in writing or any other similar claim howsoever arising whether in tort or otherwise unless it establishes fraud on the part of the Warrantor.
Sample 1
No liability unless statement made fraudulently. The Sellers shall not be liable in equity, contract or tort or under the Misrepresentation Xxx 0000 or in any other way in respect of any representation, warranty or other statement (other than liability in contract in respect of the Warranties and the other provisions of this Agreement and the Agreed Form Documents (save for the Disclosure Letter and the Purchasers' Banking Schedule)) being false, inaccurate or incomplete unless it was made fraudulently.
Sample 1
No liability unless statement made fraudulently. The Sellers are not liable: (a) in contract in respect of any representation, warranty or other statement (other than in respect of any representations, warranty or statement set out in any of the Transaction Documents, including the warranty set out at Clause 5.1 (No Leakage) or, in the case of the Warrantors, in respect of the Warranties) being false, inaccurate or incomplete; or (b) in equity, tort or under the Xxxxxxxxxxxxxxxxx Xxx 0000 in respect of any representation, or other statement warranty (other than in respect of any representations, warranty or statement set out in any of the Transaction Documents, including the warranty set out at Clause 5.1 (No Leakage) or, in the case of the Sellers, in respect of the Warranties) being false, inaccurate or incomplete, unless in any case it was made fraudulently.
Sample 1
No liability unless statement made fraudulently. The Seller is not liable: (a) in contract in respect of any representation, warranty or other statement being false, inaccurate or incomplete (other than contained in and in accordance with the terms of the Transaction Documents); or (b) in equity, tort or under the Xxxxxxxxxxxxxxxxx Xxx 0000 in respect of any representation, warranty or other statement (whether or not contained in this Agreement) being false, inaccurate or incomplete, unless in any case it was made fraudulently.
Sample 1
No liability unless statement made fraudulently. The Minority Sellers are not liable: (a) in contract in respect of any representation, warranty or other statement (other than in respect of any warranty set out in this Agreement, including the warranty set out at Clause 4.1 (No Leakage)) being false, inaccurate or incomplete; or (b) in equity, tort or under the Xxxxxxxxxxxxxxxxx Xxx 0000 in respect of any representation, or other statement warranty (other than in respect of any warranty set out in this Agreement, including the warranty set out at Clause 4.1 (No Leakage)) being false, inaccurate or incomplete, unless in any case it was made fraudulently.
Sample 1

Related to No liability unless statement made fraudulently

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

  • Program Fraud and False or Fraudulent Statements or Related Acts (A) The CONTRACTOR acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq . and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the CONTRACTOR certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the CONTRACTOR further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the CONTRACTOR to the extent the Federal Government deems appropriate. (B) The CONTRACTOR also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307, as amended, on the CONTRACTOR, to the extent the Federal Government deems appropriate. (C) The CONTRACTOR agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.

  • No Liability for Good Faith Determinations The Company and the members of the Board shall not be liable for any act, omission or determination taken or made in good faith with respect to this Agreement or the Restricted Stock Units granted hereunder.

  • No Liability for Ordinary Negligence Neither Silicon, nor any of its directors, officers, employees, agents, attorneys or any other Person affiliated with or representing Silicon shall be liable for any claims, demands, losses or damages, of any kind whatsoever, made, claimed, incurred or suffered by Borrower or any other party through the ordinary negligence of Silicon, or any of its directors, officers, employees, agents, attorneys or any other Person affiliated with or representing Silicon, but nothing herein shall relieve Silicon from liability for its own gross negligence or willful misconduct.

  • No Liability for Termination Neither party will be liable to the other for any termination or expiration of this Agreement in accordance with its terms.

  • No Untrue Statement Neither (a) this Agreement nor any other Loan Document or certificate or document executed and delivered by or on behalf of the Borrower or any other Credit Party in accordance with or pursuant to any Loan Document nor (b) any statement, representation, or warranty provided to the Agent in connection with the negotiation or preparation of the Loan Documents contains any misrepresentation or untrue statement of material fact or omits to state a material fact necessary, in light of the circumstance under which it was made, in order to make any such warranty, representation or statement contained therein not misleading.

  • No Liability for Interest Unless otherwise agreed with the Company, the Warrant Agent shall have no liability for interest on any monies at any time received by it pursuant to any of the provisions of this Agreement or of the Warrant Certificates.

  • CONTRIBUTION IN THE EVENT OF JOINT LIABILITY (a) To the fullest extent permissible under applicable law, if the indemnification, hold harmless and/or exoneration rights provided for in this Agreement are unavailable to Indemnitee in whole or in part for any reason whatsoever, the Company, in lieu of indemnifying, holding harmless or exonerating Indemnitee, shall pay, in the first instance, the entire amount incurred by Indemnitee, whether for judgments, liabilities, fines, penalties, amounts paid or to be paid in settlement and/or for Expenses, in connection with any Proceeding without requiring Indemnitee to contribute to such payment, and the Company hereby waives and relinquishes any right of contribution it may have at any time against Indemnitee. (b) The Company shall not enter into any settlement of any Proceeding in which the Company is jointly liable with Indemnitee (or would be if joined in such Proceeding) unless such settlement provides for a full and final release of all claims asserted against Indemnitee. (c) The Company hereby agrees to fully indemnify, hold harmless and exonerate Indemnitee from any claims for contribution which may be brought by officers, directors or employees of the Company other than Indemnitee who may be jointly liable with Indemnitee.

  • No Untrue Statements No statement by Seller contained in this Agreement and no written statement contained in any certificate or other document required to be furnished by Seller, or any officer, or other agent of Seller to Buyer pursuant to this Agreement, contains or will contain any untrue statement of a material fact, or omits or will omit to state a material fact necessary in order to make the statements therein contained not misleading.

  • No Liability for Invalidity The Warrant Agent shall have no liability with respect to any invalidity of this Agreement or any of the Warrant Certificates (except as to the Warrant Agent’s countersignature thereon).

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