Xxx Liability Sample Clauses

Xxx Liability. 10.1. You acknowledge and agree that: 10.1.1. You are responsible for the operation of the Products and You will ensure that they are used safely and properly and that You will use, maintain and keep them in accordance with any instructions provided by Us; and 10.1.2. the prices of the Products and Services are agreed commercially based on Our potential liability as set out in this Agreement, with You having had the opportunity to ask for a variation of these Conditions with any appropriate adjustment to the charges for the Products and/or Services. 10.2. Except as expressly provided in this Agreement We will not be liable to You in any way (whether contractual, tortuous or otherwise) in respect of any loss, damage or expense arising directly or indirectly from any defect in the Products or any failure to provide the Services whether or not caused by Our negligence or that of our employees, agents or sub- contractors. We will not be liable for any loss of profit, loss of data, loss of goodwill, loss of business opportunity or any liability to third parties or for any consequential or indirect loss, damage or expense which may be suffered or incurred by You relating to the Products or the Services. 10.3. Our aggregate liability to You for any and all claims arising from any and all acts and/or defaults of Us, or Our employees, agents or subcontractors, whether for negligence, breach of contract or otherwise will not in any event exceed the total amount paid by You to for the Products and Services under this Agreement. 10.4. Nothing in these Conditions will: 10.4.1. restrict or exclude liability for death or personal injury caused to You by Our negligence; or 10.4.2. if You are a consumer, restrict or exclude liability for death or personal injury caused to You by Our act or omission; or 10.4.3. restrict or exclude any liability of Us which may arise under section 12, Sale of Goods Act 1979, Part 1, Consumer Protection Act 1987 or Section 2, Supply of Good and Services Act 1982; or 10.4.4. if You are dealing as a consumer (as defined in Section 12, Unfair Contract Terms Act 1977) affect Your statutory rights under the Sale of Goods Act 1979, the Consumer Transactions (Restrictions on Statements) Order 1976 or the Supply of Goods and Services Act 1982. 10.5. You are responsible for satisfying yourself that the Products and the Services are appropriate for the purposes for which they are intended. 10.6. You will indemnify Us and keep us indemnified against all...
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Xxx Liability. XXX.XXX shall in no event be responsible or liable to you or to any third party, whether in contract, warranty, tort (including negligence) or otherwise, for any indirect, special, incidental, consequential, exemplary, liquidated or punitive damages, including but not limited to loss of profit, revenue or business, arising in whole or in part from your access to the sites, your use of the services, the sites or this agreement, even if XXX.XXX has been advised of the possibility of such damages. Notwithstanding anything to the contrary in this agreement, XXX.XXX’s liability to you for any cause whatever and regardless of the form of the action, will at all t i m e s be limited to a maximum of $500.00 (Five Hundred United States Dollars). THE FOREGOING SHALL CONSTITUTE XXX.XXX’s ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY. IN NO EVENT SHALL THE SERVICE BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS (EVEN IF ADVISED OF THE POSSIBILITY THEREOF) ARISING IN ANY WAY OUT OF THE INSTALLATION, USE, OR MAINTENANCE OF ANY EQUIPMENT, SOFTWARE, AND/OR THE SERVICE.
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Xxx Liability. Employee agrees he has made no claims of sexual harassment or abuse and, therefore, neither party believes that Section 162(q) of the Tax Cuts and Jobs Act of 2017 is applicable to this Agreement. Employee agrees the Company has not made any representations to him regarding the legal tax consequences of any funds received pursuant to this Agreement. Employee agrees to pay any federal or state taxes remaining due that may be required to be paid with respect to this Agreement by the Employee, and shall indemnify, defend, and hold harmless the Company against any liabilities arising out of his failure to pay such taxes. ​ ​
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Xxx Liability. In the event that Xxxxxxxxx.xxx consists of two (2) or more separate entities as set forth in the preamble to this Agreement, all such entities shall be jointly and severally liable for the obligations of Xxxxxxxxx.xxx under this Agreement.
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Xxx Liability. The Option cannot be exercised until Participant has made such arrangements as the Company may require for the satisfaction of any Tax Liability that may arise in connection with the exercise of the Option and/or the acquisition of the Shares by the Participant. The Company shall not be required to issue, allot or transfer Shares until Participant has satisfied this obligation.
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Xxx Liability. No representations or warranties have been made as to the tax consequences of any consideration exchanged pursuant to this Agreement. Each Settling Party is solely responsible for any and all tax obligations or other obligations under federal and/or state law pertaining to receipt of income, if any.
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Xxx Liability. 1Both parties agree that this agreement is a contract for services and that The Supplier is not our employee.
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Xxx Liability. The PSUs will not vest or be acquired by Participant until Participant has made such arrangements as the Company may require for the satisfaction of any Tax Liability that may arise in connection with the grant or vesting of PSUs and/or the acquisition of the Shares by the Participant. The Company shall not be required to issue, allot or transfer Shares until Participant has satisfied this obligation.
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Xxx Liability. No Party or attorney for any Party has made any representations or warranties regarding the taxability of the Separation Benefits made herein. Employee will rely on Employee’s own tax advisors as to the tax consequences of the Company’s payment of the Separation Benefits. Employee shall take full and complete responsibility for any and all tax liability incurred by Employee’s resulting from this Agreement, if any, including but not limited to, withholdings, social security, SUI/SDI, federal, state or local taxes, and any interest or penalties incurred as a result of this settlement and Agreement. Employee further agrees to indemnify and hold harmless the Released Parties (as defined below) against any assessment of payroll, withholding, FICA, or other taxes or penalties to Employee on the Separation Benefits, if any.
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Related to Xxx Liability

  • Our Liability (a) The quality and reliability of your electricity supply and the quality, pressure and continuity of your gas supply is subject to a variety of factors that are beyond our control as your retailer, including accidents, emergencies, weather conditions, vandalism, system demand, the technical limitations of the distribution system and the acts of other persons (such as your distributor), including at the direction of a relevant authority. (b) To the extent permitted by law, we give no condition, warranty or undertaking, and we make no representation to you, about the condition or suitability of energy, its quality, fitness for purpose or safety, other than those set out in this contract. (c) Unless we have acted in bad faith or negligently, the National Energy Retail Law excludes our liability for any loss or damage you suffer as a result of the total or partial failure to supply energy to your premises, which includes any loss or damage you suffer as a result of the defective supply of energy.

  • Total Liability WAVIN’S TOTAL LIABILITY UNDER OR IN CONNECTION WITH THE AGREEMENT FOR CLAIMS OF ANY KIND (INCLUDING THIRD PARTY CLAIMS) WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE ARISING OUT OF THE PERFORMANCE/NON-PERFORMANCE OR BREACH OF THE AGREEMENT, INCLUDING ANY OTHER COMPENSATION UNDER THE AGREEMENT, OR THE PROVISION OF ANY PRODUCTS OR SERVICES SHALL NOT EXCEED THE AMOUNT PAID OR PAYABLE FOR THE SPECIFIC PRODUCT OR SERVICE THAT GIVES RISE TO THE CLAIM.

  • Joint Liability 26.1. Notwithstanding anything contained herein or in any agreement between the Issuer and the RTA, the Issuer and the RTA shall be jointly and severally responsible and liable to CDSL, its participants and beneficial owners for compliance with all obligations under this Agreement as also under the Bye Laws and Operating Instructions.

  • Cross-Liability All required liability policies shall provide cross-liability coverage as would be achieve under the standard ISO separation of insureds clause.

  • Excess Liability Developer will purchase and maintain excess liability insurance in an amount not less than $5,000,000.

  • Excess/Umbrella Liability Excess/umbrella liability insurance may be included to meet minimum requirements. Umbrella coverage must indicate the existing underlying insurance coverage.

  • Umbrella Liability The Umbrella / Excess Liability must be at least as broad as the underlying general liability and automobile liability policies. Limits – Each Occurrence $1,000,000 General Aggregate $1,000,000

  • Your Liability The following determines your liability for any unauthorized EFT or any series of related unauthorized EFTs: 1. If you notify the Credit Union within two (2) business days after your password was lost or stolen, your liability will not exceed $50.00 or the amount of the unauthorized EFTs that occur before notification, whichever is less. 2. If you fail to notify the Credit Union within two (2) business days after your password was lost or stolen, your liability will not exceed the lesser of $500.00or the total of: • $50.00 or the amount of unauthorized EFTs that occur within the two (2) business days; and • The total of authorized EFTs which occur during the two (2) days before notification to the Credit Union, provided the Credit Union establishes that these EFTs would not have occurred had the Credit Union been notified within that two-day period. 3. You must report an unauthorized EFT that appears on your periodic statement, no later than 60 days of transmittal of the statement to avoid liability for subsequent transfers; your liability will not exceed the amount of the unauthorized EFTs that occurred within the 60-day period. You may also be liable for the amounts as described in sections 1 and 2 above. 4. If the report is made orally, we will require that you send the complaint or question in writing within 20 business days. We will notify you with the results of the investigation within 10 business days and will correct any error promptly. If more time is needed, however, we may take up to 45 days to investigate a complaint or question. If this occurs, we will credit your account within 10 business days for the amount you think is in error. This will allow you to use the money during the time it takes us to complete out investigation. If your complaint or question is not received in writing within 10 business days, we may not credit your account until the investigation is completed. If an alleged error involves an electronic fund transfer outside a state or territory or possession of the United Stated, the applicable time periods for action by us are 20 business days (instead of 10) and 90 calendar days (instead of 45). If we determine that no error occurred, we will send you a written explanation within three business days after the investigation is complete. You may request copies of the documents that were used in the investigation. 5. You may notify the Credit Union by telephone, writing, or by email using the guest book provided in our online banking site. Notification by general e-mail to report an unauthorized transaction is not secure and therefore not advised.

  • Maximum Liability The provisions of this Loan Guaranty are severable, and in any action or proceeding involving any state corporate law, or any state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Loan Guarantor under this Loan Guaranty would otherwise be held or determined to be avoidable, invalid or unenforceable on account of the amount of such Loan Guarantor’s liability under this Loan Guaranty, then, notwithstanding any other provision of this Loan Guaranty to the contrary, the amount of such liability shall, without any further action by the Loan Guarantors or the Lenders, be automatically limited and reduced to the highest amount that is valid and enforceable as determined in such action or proceeding (such highest amount determined hereunder being the relevant Loan Guarantor’s “Maximum Liability”. This Section with respect to the Maximum Liability of each Loan Guarantor is intended solely to preserve the rights of the Lenders to the maximum extent not subject to avoidance under applicable law, and no Loan Guarantor nor any other person or entity shall have any right or claim under this Section with respect to such Maximum Liability, except to the extent necessary so that the obligations of any Loan Guarantor hereunder shall not be rendered voidable under applicable law. Each Loan Guarantor agrees that the Guaranteed Obligations may at any time and from time to time exceed the Maximum Liability of each Loan Guarantor without impairing this Loan Guaranty or affecting the rights and remedies of the Lenders hereunder, provided that, nothing in this sentence shall be construed to increase any Loan Guarantor’s obligations hereunder beyond its Maximum Liability.

  • Civil Liability If an action or proceeding is brought against any employee or former employee covered by this Agreement for an alleged tort committed by him in the performance of his duties, then:

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