Performance and Liability a) The Sub-Adviser shall act with the care, skill, prudence and diligence of a professional investment adviser.
Performance and Liability. S A M P L E a) The Bank will perform its obligations under the Agreement using such level of skill and care as would be considered commercially reasonable by reference to the standards and practices of the banking industry.
Performance and Liability. 5.1 The Associate Contractor agrees to exercise all reasonable skill, care and diligence in the performance of work under this Agreement and such work shall be performed to standards which are in accordance with those generally accepted professionally worldwide.
Performance and Liability. 7.1. The Services are carried out by Xxxxxxx, or by the Consultant, by order of and at the expense and risk of the Client. Redmore and its Consultant are never liable for (not achieving) result commitments which are applied internally at a Client.
Performance and Liability. 22 12 Covenants ....................................................... 23 13 Compliance with the Securities Laws ............................. 24 14 Closing Date Deliveries ......................................... 25 15 Arrangements concerning the Relationship of the Parties until and after the Closing Date ................................ 26 16 Miscellaneous ................................................... 27
Performance and Liability. 1. The parties hereby expressly exclude any and all statutory warranty claims Pursuant to Sections 434 et seq. of the German Civil Code (Burgerliches Gesetzbuch, BGB) and agree that the representations and warranties made by the Seller in Part V above in particular do not qualify as guarantees (Beschaffenheitsgarantien) within the meaning of Sections 443, 444 of the German Civil Code (Burgerliches Gesetzbuch, BGB) and that the consequences of any breach of the representations and warranties set forth in Part V above shall exclusively be governed by the terms and conditions of this Agreement. Furthermore, the parties hereto confirm that the limitations to the representations and warranties as specified in this Part VI shall form an integral part of the representations and warranties and that the representations and warranties set forth in Part V above are only given subject to such provisions and limitations.
Performance and Liability. (a) UPM hereby joins the Seller as co-debtor with the consent of the other parties. The Seller and UPM shall be jointly and severally liable for the performance of this Agreement and for all claims of the Buyer against the Seller and/or UPM of any type whatsoever pursuant to this Agreement, including indemnifying Buyer pursuant to Section 3 (d) (ii) above.
Performance and Liability. 1. In the event that one of the statements or declarations made by Vendor in Sec. 4 above or elsewhere in this Agreement and its Exhibits should be totally or partially incorrect, Vendor shall put the Company in a position as if such incorrect statements were true ["Naturalrestitution"] or, at Vendor's option, pay the amount in cash to the Company or, at Buyer's option, to Buyer which corresponds to the loss of the Company in respect of the incorrect statement. If Vendor fails to make the incorrect statement true within a period of three (3) months following receipt of written notice of such claim, Vendor shall pay the amount in cash to the Company or, at Buyer's option, to Buyer which corresponds to the loss of the Company in respect of the incorrect statement; reference is made to para. 5 below. Reduction of the purchase price ["Kaufpreisminderung"], Rescission ["Wandelung"] - except for the event that the declarations of Vendor in Sec. 4 para. 2 are incorrect -, withdrawal ["Rucktritt"] from the present Agreement as well as damage claims ["Schadensersatz"] - except as provided for in the previous sentence - shall be excluded. Secs. 439 and 460 of the German Civil Code ["Burgerliches Gesetzbuch"] shall apply mutatis mutandis. Vendor and ResMed had agreed on a three step due diligence process, however, ResMed and Buyer have waived their right to perform the third step of this due diligence process.
Performance and Liability. The IMA is not liable to perform this contract as a result of strikes, fire, flood, failure of power, failure of heat and/or air conditioning, acts of God or any causes beyond our reasonable control. Additionally, we shall not be held responsible for claims made by outside service contractors hired by the event host.
Performance and Liability. 5.1 The Subcontracting Party agrees to exercise all reasonable skill, care and diligence in the performance of work under this Subcontract and such work shall be performed to standards which are in accordance with the Funding Agency’s Code of Professional Standards and Ethics and those generally accepted professionally worldwide. The Subcontracting Party will obtain and/or abide by required ethical approvals and obligations including any notice of government policy or direction that is provided to the Challenge Contractor by the Funding Agency.
