Vendor’s Liability. The Vendor is responsible for all of its obligations under this Contract, including the Work, regardless of whether a subcontract or supply agreement is made or whether the Vendor relies upon any Subcontractor to any extent. The Vendor's use of Subcontractors for any of the Work shall in no way increase the Vendor's rights or diminish the Vendor's liabilities to the Owner with respect to this Contract, and in all events, except as otherwise expressly provided for herein, the Vendor's rights and liabilities hereunder with respect to the Owner shall be as though the Vendor had itself performed such Work. The Vendor shall be liable for any delays caused by any Subcontractor as if such delays were caused by the Vendor.
Vendor’s Liability. 10.2.1 The Vendor is the general contractor for the Work and remains responsible for all of its obligations under the Documents, including the Work, regardless of whether a subcontract or supply agreement is made or whether the Vendor relies upon any Subcontractor to any extent. [***].
10.2.2 The terms of the Documents shall in all events be binding upon the Vendor regardless of and without regard to the existence of any inconsistent terms in any agreement between the Vendor and any Subcontractor whether or not and without regard to the fact that Reliance may have directly and/or indirectly had notice of any such inconsistent term.
Vendor’s Liability. The Vendor’s workmen or employees shall under no circumstances be deemed to be in Corporation’s employment and the Vendor shall hold himself responsible for any claim or claims which they or their heirs, dependents, personal representatives may have or make for damages or compensation for anything done or committed to be done in the course of carrying out the work covered by this Purchase Order, whether arising on Corporation premises or elsewhere and agrees to indemnify the Corporation against any such claim or claims if made against the Corporation and all cost (as between attorney and client) of proceedings, suits or action which the Corporation may incur/sustain in respect of the same. The Vendor shall also procure and keep in force at his own cost comprehensive Automobile Liability insurance for adequate coverage in respect of all his vehicles visiting or plying in project premises. The Vendor shall also be responsible for compliance of existing laws in respect of their workmen and employees. Extent of Liability shall be read in conjunction with clause no. 28 above.
Vendor’s Liability. Vendor is responsible for all of its obligations under this Agreement, including the Work, regardless of whether a subcontract or supply agreement is made or whether Vendor relies upon any Subcontractor to any extent. Vendor’s use of Subcontractors for any of the Work shall in no way increase Vendor’s rights or diminish Vendor’s liabilities under this Agreement, and in all events, except as otherwise expressly provided for herein, Vendor’s rights and liabilities hereunder shall be as though Vendor had itself performed such Work. Vendor shall be liable for any delays caused by any Subcontractor as if such delays were caused by Vendor.
Vendor’s Liability. The Vendor shall be jointly and severally liable in the event of any breach of any obligation or liability under this agreement (including, without limitation, in respect of the Warranties).
Vendor’s Liability. The liability of the Vendor for compensation of Losses for a Breach will be limited as follows:
8.1.1 the Vendor’s maximum aggregate liability under this Agreement, other than for a Breach of Clause 2 of Schedule 6.1, is limited to an amount equal to the Deferred Fixed Purchase Price and the Deferred Performance-Based Purchase Price, provided that any portion of the Deferred Fixed Purchase Price and/or the Deferred Performance-Based Purchase Price already received by the Vendor at the time it receives the relevant claim for Losses, shall in no event have to be repaid by the Vendor and the Vendor’s maximum aggregate liability under this Agreement is progressively decreased with an amount equal to any such amounts paid by the Purchaser;
8.1.2 notwithstanding Clause 8.1.1, the liability of the Vendor for a Breach of Clause 5 of Schedule 6.1 shall survive the thirty-first January 2013 and remain EUR 1,200,000 (one million two hundred thousand Euros) until expiry of the statutory limitation period for such liability in the relevant jurisdiction plus three (3) months.
8.1.3 the Vendor’s maximum aggregate liability for a Breach of Clause 2 of Schedule 6.1 is limited to the amount of the Purchase Price;
8.1.4 no claim for liability for a Breach can be made unless and until an individual claim exceeds an amount of EUR 10,000 (ten thousand Euros) per Breach and unless and until the amount of all claims made in respect of Breaches exceeds an amount of EUR 250,000 (two hundred and fifty thousand Euros), in which event the Vendor shall be liable for the entire amount of Losses and not merely the excess; and
8.1.5 the right to claim for a Breach will lapse:
8.1.5.1 in respect of Taxes, upon expiry of the statutory limitation period for such liability in the relevant jurisdiction plus three (3) months;
8.1.5.2 in respect of Clause 5.3, on the third anniversary of the Closing Date, notwithstanding the Noncompetition Period, if, prior to the close of business on the last Business Day of the Noncompetition Period, the Vendor has been notified of a Claim hereunder and such Claim has not yet been finally resolved or disposed of at such date, such Claim shall survive the aforesaid Noncompetition Period and shall remain a basis for compensation of Damages hereunder until such Claim is finally resolved or disposed of; and
8.1.5.3 in all other cases, on the 31st of March 2011, provided that the Vendor’s liability for a Breach of Clause 2 of Schedule 6.1 will not be limited in tim...
Vendor’s Liability. (a) Each of TINZ and Tesbrit will be severally liable for: (i) its own undertakings, warranties, representations, covenants and other obligations under this Agreement or in relation to the Transaction; and (ii) for its own actions and omissions, and for the actions or omissions of any person acting for or on behalf of, or at the direction or instruction of, it. This sub-clause (a) is subject to sub-clause (b), except in respect of Claims that relate to the fraud of a Vendor, for which that Vendor is solely responsible for any Loss arising from that Vendor’s fraud.
Vendor’s Liability. (a) The liability of the Vendor under or in respect of the Warranties is limited as follows:
(i) the Vendor is not liable in respect of any breach of the Warranties under this Section 8 if and to the extent that the matter giving rise to the breach is the subject of a Tax Claim;
(ii) except for a Tax Claim, there must be disregarded for all purposes any breach of Warranty in respect of which the amount of the Damages to which the Purchaser would otherwise be entitled is less than NZ$10,000;
(iii) except for a Tax Claim, the Purchaser is not entitled to recover any damages in respect of any breach or breaches of the Warranties unless the amount of damages in respect of such breach or breaches exceeds in aggregate the sum of NZ$100,000; and
(iv) the maximum aggregate liability of the Vendor in respect of all and any Warranty Claims must not exceed NZ$10,000,000.
(b) The Purchaser is not entitled to make any Warranty Claim (other than a Tax Claim to which the provisions of Section 9A shall apply):
(i) to the extent that provision or allowance for that matter or liability which would otherwise give rise to the Warranty Claim in question has been made in the Company Financial Statements or it is otherwise taken account of, or reflected in, the Company Financial Statements;
(ii) if the Warranty Claim would not have arisen but for a change in legislation made after the date of this Agreement; or
(iii) to the extent that the Warranty Claim arises as a result only of any change after Closing in the accounting bases on which the Company or any subsidiaries values its assets.
(c) There shall be deducted from the amount of Damages payable in respect of any Warranty Claim or any claim under the indemnity in Section 10.20 ("Indemnity Claim") the following amounts:
(i) where an asset is recorded in the Unaudited Interim Balance Sheet and is realised after Closing for an amount greater than that at which it was recorded, the amount of the difference between its book and realised value;
(ii) the value of any asset of the Company which relates to the period prior to the Unaudited Interim Accounts Date, is realised after Closing and is not recorded in the Unaudited Interim Balance Sheet; and
(iii) to the extent not included in paragraph (ii), any amounts recovered from Telecom New Zealand Limited after Closing, being a refund of charges or fees either paid by the Company prior to Closing or payment for which provision has been made in the Unaudited Interim Balance Sheet, pro...
Vendor’s Liability. 11.1 Unless otherwise expressly provided in this agreement (including but not limited to the provisions of clause 11.2), any representation, covenant, undertaking, warranty, indemnity or other obligation given or assumed by more than one Vendor, Covenanter and/or Optionholder (whether referred to in his capacity as Vendor, Covenanter or Optionholder or otherwise howsoever) in this agreement and/or any other Acquisition Document, is given or assumed jointly and severally
11.2 The Warranties set out in part 1 of schedule 4 are given by the Vendors on a several basis.
11.3 The Purchaser may release or compromise the liability of any Vendor under this agreement or grant any time or other indulgence to any Vendor without affecting the liability of any other Vendor.
11.4 Where a liability of one or some but not all of the Vendors is or becomes illegal, invalid or unenforceable in any respect, that shall not affect or impair the liabilities of the other Vendors under this agreement.
Vendor’s Liability. 11.1.1. The vendor's liability is limited to direct losses only resulting from a product defect or the breach of this agreement, even if the defect in question was foreseeable at the time of concluding the agreement.
11.1.2. On no account may the vendor be held liable for indirect, secondary or special damage, notably the cost of obtaining alternative products, loss of profit, data or downtime, whether its liability is contractual or criminal or based on the guarantee mentioned in article 10 above, and whether or not it is founded on the use or functioning of the products, even if the vendor warned of the possibility of such damage.
11.1.3. The vendor may not be held liable for non-performance of the agreement in case of force majeure as defined by the case law of French courts and in case of damage caused by a third party or ascribable to misuse or non- compliant use of the products by the buyer, in breach of the vendor's requirements or good practice.
11.1.4. Apart from physical injury or death, and save case of gross negligence or wilful misconduct causing proven direct damage, the buyer recognizes that the repair and, where appropriate, replacement of the products, in accordance with these GTS, represents the only fair compensation of any loss caused by a malfunction of the said products ascribable to the vendor. In the event that the products cannot be replaced or repaired, the vendor's liability will be limited to the amount the buyer paid to the vendor for the products in question. The parts packaged in a bag are weighed not counted. That being the case, on no account may the vendor be held liable for the absence of a few units more or less. A tolerance of 5% more or less is accepted on the number of parts.
