Liability Contract Clauses (193)

Grouped Into 7 Collections of Similar Clauses From Business Contracts

This page contains Liability clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Liability. Disclaimer. Except to the extent set out expressly in this Supply Agreement, all conditions, warranties or other terms which might have effect between the Parties or be implied or incorporated into this Supply Agreement (whether by statute, common law or otherwise) are hereby excluded to the fullest extent permitted by Applicable Laws. Without prejudice to the general nature of the previous sentence, unless this Supply Agreement specifically states otherwise, AstraZeneca does not make any repres...entations or warranties with respect to any Supplied Product pursuant to this Supply Agreement, including any representations or warranties as to non-infringement or fitness for a particular purpose. 16.2. Limitation of Liability. TO THE EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANY OTHER PROVISION CONTAINED HEREIN, UNLESS RESULTING FROM A PARTY'S WILLFUL MISCONDUCT, OR FRAUD, IN NO EVENT SHALL ASTRAZENECA, ON THE ONE HAND, OR VIELA, ON THE OTHER HAND, BE LIABLE TO THE OTHER OR ANY OF THE OTHER'S AFFILIATES FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING LOST PROFITS, BUSINESS OR GOODWILL) SUFFERED OR INCURRED BY SUCH OTHER PARTY OR ITS AFFILIATES IN CONNECTION WITH A BREACH OR ALLEGED BREACH OF THIS SUPPLY AGREEMENT. 16.3. Maximum Liability. THE AGGREGATE LIABILITY OF ASTRAZENECA UNDER OR IN CONNECTION WITH THIS SUPPLY AGREEMENT SHALL NOT EXCEED [***] PROVIDED THAT SUCH LIMITATION SHALL NOT APPLY TO ASTRAZENECA'S OBLIGATION TO INDEMNIFY VIELA PURSUANT TO CLAUSE 15.2 (INDEMNIFICATION). 16.4. Recovery of Damages. Neither Party shall be entitled under any provision of this Supply Agreement to recover damages, or obtain payment, reimbursement, restitution or indemnity more than once in respect of the same loss, shortfall, damage, deficiency, breach or other event or circumstance. View More
Found in Viela Bio, Inc. contract
Liability. Disclaimer. Disclaimer: Except to the extent set out expressly in this Supply Agreement, all conditions, warranties or other terms which might have effect between the Parties or be implied or incorporated into this Supply Agreement (whether by statute, common law or otherwise) are hereby excluded to the fullest extent permitted by Applicable Laws. Laws and Regulations. Without prejudice to the general nature of the previous sentence, unless this Supply Agreement specifically states otherwise, As...traZeneca does not make any representations or warranties pursuant to this Agreement (a) with respect to any Supplied Product pursuant to this Supply Agreement, Product, including any representations or warranties as to non-infringement or fitness for a particular purpose. 16.2. purpose or (b) as to the results of any Development Services. 12.2. Limitation of Liability. Liability: TO THE EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANY OTHER PROVISION CONTAINED HEREIN, UNLESS RESULTING FROM A PARTY'S WILLFUL MISCONDUCT, GROSS NEGLIGENCE, OR FRAUD, IN NO EVENT SHALL ASTRAZENECA, ON THE ONE HAND, OR VIELA, SPINCO, ON THE OTHER HAND, BE LIABLE TO THE OTHER OR ANY OF THE OTHER'S AFFILIATES FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING (INCLUDING, LOST PROFITS, BUSINESS OR GOODWILL) SUFFERED OR INCURRED BY SUCH OTHER PARTY OR ITS AFFILIATES IN CONNECTION WITH A BREACH OR ALLEGED BREACH OF THIS SUPPLY AGREEMENT. 16.3. 12.3. Maximum Liability. Liability: THE AGGREGATE LIABILITY OF ASTRAZENECA UNDER OR IN CONNECTION WITH THIS SUPPLY AGREEMENT ANY PRODUCT SCHEDULE SHALL NOT EXCEED [***] PROVIDED THAT SUCH LIMITATION SHALL NOT APPLY TO ASTRAZENECA'S OBLIGATION TO INDEMNIFY VIELA SPINCO PURSUANT TO CLAUSE 15.2 (INDEMNIFICATION). 16.4. ARTICLE 13 (Indemnities) TO THE EXTENT SUCH THIRD PARTY CLAIM RESULTS FROM ASTRAZENECA'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. 12.4. Recovery of Damages. Damages: Neither Party shall be entitled under any provision of this Supply Agreement to recover damages, or obtain payment, reimbursement, restitution or indemnity more than once in respect of the same loss, shortfall, damage, deficiency, breach or other event or circumstance. Page | 27 [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. View More
Found in Viela Bio, Inc. contract
Liability. Disclaimer. Except to the extent set out expressly in this Supply Agreement, the Purchase Agreement or the other Ancillary Agreements, all conditions, warranties or other terms which might have effect between the Parties or be implied or incorporated into this Supply Agreement, the Purchase Agreement or the other Ancillary Agreements (whether by statute, common law or otherwise) are hereby excluded to the fullest extent permitted by Applicable applicable Laws. Without prejudice to the general na...ture of the previous sentence, unless this Supply 20 [***] INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO THE RULES APPLICABLE TO SUCH CONFIDENTIAL TREATMENT REQUEST. Agreement, the Purchase Agreement or the other Ancillary Agreements specifically states state otherwise, neither AstraZeneca does not make nor Buyer makes any representations or warranties with respect to any Supplied Product pursuant to this Supply Agreement, Product, including any representations or warranties as to non-infringement or fitness for a particular purpose. 16.2. 15.2 Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANY OTHER PROVISION CONTAINED HEREIN, UNLESS RESULTING FROM A PARTY'S OR ITS AFFILIATES OR PERMITTED SUB-CONTRACTORS WILLFUL MISCONDUCT, MISCONDUCT OR FRAUD, A BREACH OF CLAUSE 13 HEREOF OR ARISING FROM INDEMNIFICATION OBLIGATIONS UNDER CLAUSE 14 WITH RESPECT TO THIRD PARTY CLAIMS, IN NO EVENT SHALL ASTRAZENECA, ON THE ONE HAND, OR VIELA, BUYER, ON THE OTHER HAND, BE LIABLE TO THE OTHER OR ANY OF THE OTHER'S THEIR AFFILIATES FOR ANY FOR ANY CLAIMS, DEMANDS OR SUITS FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE EXEMPLARY, PUNITIVE, INDIRECT OR EXEMPLARY DAMAGES (INCLUDING LOST MULTIPLE DAMAGES, FOR LOSS OF PROFITS, REVENUE OR INCOME, DIMINUTION IN VALUE OR LOSS OF BUSINESS OPPORTUNITY (WHETHER OR GOODWILL) SUFFERED NOT FORESEEABLE AT THE EFFECTIVE DATE), CONNECTED WITH OR INCURRED BY SUCH OTHER PARTY OR ITS AFFILIATES IN CONNECTION WITH A BREACH OR ALLEGED RESULTING FROM ANY BREACH OF THIS SUPPLY AGREEMENT. 16.3. AGREEMENT, OR ANY ACTIONS UNDERTAKEN IN CONNECTION HEREWITH, OR RELATED HERETO, INCLUDING ANY SUCH DAMAGES WHICH ARE BASED UPON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND MISREPRESENTATION), BREACH OF WARRANTY, STRICT LIABILITY, STATUTE, OPERATION OF LAW OR ANY OTHER THEORY OF RECOVERY. 15.3 Maximum Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANY OTHER PROVISION CONTAINED HEREIN, UNLESS RESULTING FROM A PARTY'S OR ITS AFFILIATES' OR ITS PERMITTED SUB-CONTRACTOR'S WILLFUL MISCONDUCT OR FRAUD, A BREACH OF CLAUSE 13 HEREOF OR ARISING FROM INDEMNIFICATION OBLIGATIONS UNDER CLAUSE 14 WITH RESPECT TO THIRD PARTY CLAIMS, THE AGGREGATE LIABILITY OF ASTRAZENECA UNDER OR IN CONNECTION WITH THIS SUPPLY AGREEMENT SHALL NOT EXCEED [***] PROVIDED THAT SUCH LIMITATION SHALL NOT APPLY TO ASTRAZENECA'S OBLIGATION TO INDEMNIFY VIELA PURSUANT TO CLAUSE 15.2 (INDEMNIFICATION). 16.4. [***]. 15.4 Recovery of Damages. Neither Party shall be entitled under any provision of this Supply Agreement to recover damages, or obtain payment, reimbursement, restitution or indemnity more than once in respect of the same loss, shortfall, damage, deficiency, breach or other event or circumstance. View More
Found in Aralez Pharmaceuticals Inc. contract
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Liability. LESSEE shall be solely responsible as between LESSOR and LESSEE for death or personal injuries to all persons and/or property damage, including damage by fire or other casualty, occurring in or on the premises (including any common areas as defined below) and arising out of the use, control, condition or occupancy of the premises by LESSEE, except for death, personal injuries and/or property damage directly resulting from the sole negligence of LESSOR. LESSEE agrees to indemnify and hold harmles...s LESSOR and OWNER from any and all liability, including but not limited to costs, expenses, damages, causes of action, claims, judgments and attorney's fees caused by or in any way arising out of any of the aforesaid matters. All common areas, including but not limited to any parking areas, stairs, corridors, roofs, walkways and elevators ("common areas") shall be considered a part of the premises for purposes of Sections 16 and 17 when they are used by LESSEE, its employees, agents, callers or invitees. View More
Found in Fortress Biotech, Inc. contract
Liability. LESSEE shall be solely responsible as between LESSOR and LESSEE parties for death or personal injuries to all persons and/or property damage, including damage by fire or other casualty, occurring in or on the premises (including any common areas as defined below) and arising out of the use, control, condition condition, or occupancy of the premises by LESSEE, LESSEE parties, except for death, personal injuries injuries, and/or property damage directly resulting from the sole negligence of LESSOR.... LESSEE agrees to indemnify indemnity and hold harmless LESSOR and OWNER from any and all liability, including but not limited to costs, expenses, damages, causes of action, claims, judgments judgments, and attorney's attorneys' fees caused by or in any way arising out of any of the aforesaid matters. All common areas, including but not limited to any parking areas, driveways, stairs, loading areas, corridors, roofs, walkways walkways, lobbies, atria, elevators, communications closets, community conference rooms, and elevators outdoor areas ("common areas") shall be considered a part of the premises for purposes of Sections 16 and 17 when they are used by LESSEE, its employees, agents, callers or invitees. LESSEE parties. View More
Found in Allena Pharmaceuticals, Inc. contract
Liability. LESSEE shall be solely responsible as between LESSOR and LESSEE for death deaths or personal injuries to all persons and/or property damage, and damage to any property, including damage by fire or other casualty, occurring in or on the leased premises (including any common areas as defined described below) and arising out of the use, control, condition or occupancy of the leased premises by LESSEE, except for death, personal injuries and/or or property damage directly resulting from the sole neg...ligence of LESSOR. LESSEE agrees to indemnify and hold harmless LESSOR and OWNER (as defined below) from any and all liability, including but not limited to costs, expenses, damages, causes of action, claims, judgments and attorney's attorneys fees caused by or in any way arising out of any of the aforesaid matters. All common areas, including but not limited to any parking areas, stairs, corridors, roofs, walkways and elevators ("common areas") (herein collectively called the common areas) shall be considered a part of the leased premises for liability and insurance purposes of Sections 16 and 17 when they are used by LESSEE, its LESSEE or LESSEE's employees, agents, callers or invitees. View More
Found in ANTERIOS INC contract
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Liability. (a) Personal Property. All personal property of Tenant in the Demised Premises or in the Building shall be at the sole risk of Tenant. Landlord and its agents shall not be liable for any damage thereto. Landlord and its agents shall not be liable for any accident or damage to property of Tenant resulting from the use or operation of elevators or of the heating, cooling, electrical or plumbing apparatus. Landlord shall not, in any event, be liable for damages 32 to property resulting from water, ...steam or other causes. Tenant hereby expressly releases Landlord and its agents from any liability incurred or claimed by reason of damage to Tenant's property. Landlord and its agents shall not be liable in damages, nor shall this Lease be affected, for conditions arising or resulting, and which affect the Building, due to construction on contiguous premises. (b) Tenant's Liability. Subject to Section 19(f) below, any and all injury, breakage or damage of any type whatsoever to the Demised Premises shall be repaired by Tenant. Tenant shall reimburse Landlord for all expenses, damages or fines, incurred or suffered by Landlord by reason of any breach, violation or nonperformance by Tenant, or its agents, servants, or employees, of any covenant or provision of this Lease or the Rules and Regulations promulgated by Landlord hereunder from time to time, or by reason of damage to persons or property caused by moving property of or for Tenant in or out of the Building, or by the installation or removal of furniture or other property of or for Tenant, or by reason of or arising out of the carelessness, negligence or improper conduct of Tenant, or its agents, servants, employees, invitees or licensees. (c) Criminal Acts of Third Parties. Landlord shall not be liable in any manner to Tenant, its agents, employees, licensees or invitees for any injury or damage to Tenant, Tenant's agents, employees, licensees or invitees or their property caused by the criminal or intentional misconduct of third parties. All claims against Landlord for any such damage or injury are hereby expressly waived by Tenant, and Tenant hereby agrees to hold harmless and indemnify Landlord from all such damages and the expense of defending all claims made by Tenant's agents, contractors, employees, licensees or invitees arising out of such acts. (d) Indemnity. (i) Subject to Section 19(f) below, and excluding any negligence or willful misconduct by Landlord, or its agents and employees, Tenant shall indemnify Landlord, Landlord's Rental Agent, and their respective agents and employees and save them harmless from and against any and all claims, actions, damages, liabilities and expense in connection with loss of life, personal injury and/or damage to property arising from or out of any occurrence in, upon or at the Demised Premises, or the occupancy or use by Tenant of the Demised Premises or any part thereof, or occasioned wholly or in part by any act or omission of the Tenant, its agents, contractors, employees, invitees or licensees. In the event that Landlord, Landlord's Rental Agent, or their respective agents or employees shall, without fault on its or their part, be made a party to any litigation commenced by or against Tenant, then Tenant shall protect and hold the same harmless and shall pay all costs, expenses and reasonable attorneys' fees incurred or paid in connection with such litigation. (ii) Subject to Section 19(f) below, and excluding any negligence or willful misconduct by Tenant, or its agents and employees, Landlord shall indemnify Tenant, its agents and employees and save them harmless from and against all claims, actions, damages, liabilities and expenses in connection with loss of life and/or personal injury occasioned wholly or in part by any negligence or willful misconduct of Landlord, its agents, employees, contractors, invitees or licensees. In the event that Tenant, its agents or employees shall, without fault on its or their part, be made a party to any litigation commenced by or against Landlord, then Landlord 33 shall protect and hold the same harmless and shall pay all costs, expenses, and reasonable attorneys' fees incurred or paid in connection with such litigation. (e) Survival. The provisions of Section 18 shall survive the expiration or sooner termination of this Lease for a period of three (3) years. View More
Found in Supernus Pharmaceuticals, Inc. contract
Liability. (a) Personal Property. All personal property of Tenant (including but not limited to furniture, equipment, trade fixtures and merchandise) located in the Demised Premises or in the Building shall be at the sole risk of Tenant. Landlord and Landlord, its agents and employees shall not be liable for any damage thereto. Landlord and thereto, unless such damage is directly attributable to the negligent or willful acts of Landlord, its agents or employees. Landlord, its agents and employees shall not... be liable for any accident or damage to property of Tenant resulting from the use or operation of elevators or of the heating, cooling, electrical or plumbing apparatus. Landlord shall not, in any event, be liable for damages 32 apparatus, unless caused by and due to property resulting from water, steam the negligent or other causes. willful acts of Landlord, its agents or employees. Tenant hereby expressly releases Landlord and Landlord, its agents and employees from any liability incurred or claimed by reason of damage to Tenant's property. Landlord and property except for damage caused by the negligent or willful misconduct of Landlord, its agents or employees. Landlord, its agents and employees shall not be liable in damages, nor shall this Lease be affected, for conditions arising or resulting, and which affect the Building, due to construction on contiguous premises. (b) Tenant's Liability. Subject to Section 19(f) below, any and all injury, breakage or damage of any type whatsoever to the Demised Premises shall be repaired by Tenant. Tenant shall reimburse Landlord for all expenses, damages or fines, incurred or suffered by Landlord by reason of any breach, violation or nonperformance by Tenant, or its agents, servants, or employees, of any covenant or provision of this Lease or the Rules and Regulations promulgated by Landlord hereunder from time to time, or by reason of damage to persons or property caused by moving property of or for Tenant in or out of the Building, or by the installation or removal of furniture or other property of or for Tenant, or by reason of or arising out of the carelessness, negligence or improper conduct of Tenant, or its agents, servants, employees, invitees or licensees. (c) Criminal Acts of Third Parties. Landlord Landlord, its agents and employees shall not be liable in any manner to Tenant, its agents, employees, licensees or invitees for any injury or damage to Tenant, Tenant's agents, employees, licensees or invitees or their property caused by the criminal or intentional misconduct of third parties. All claims against Landlord for parties unless such injury or damage is the proximate result of Landlord's breach of any such damage term or injury are hereby expressly waived by Tenant, and provision of this Lease. (c) Tenant hereby agrees to hold harmless and indemnify Landlord from all such damages and the expense of defending all claims made by Tenant's agents, contractors, employees, licensees or invitees arising out of such acts. (d) Indemnity. (i) Subject to Section 19(f) below, the terms and excluding any negligence or willful misconduct by Landlord, or its agents and employees, conditions otherwise set forth in this Lease, Tenant shall indemnify Landlord, Landlord's Rental Agent, property manager, and their respective agents owners, members, employees and employees agents, and save them harmless from and against any and all claims, actions, damages, liabilities and expense in connection with loss of life, personal injury and/or damage to property arising from or out of any occurrence in, upon or at the Demised Premises, Premises and/or the Common Areas, or the occupancy or use by Tenant of the Demised Premises and/or the Common Areas or any part thereof, or occasioned wholly or in part by any act or omission of the Tenant, its agents, employees, contractors, employees, invitees or licensees. In licensees unless proximately caused by and due to the event that negligent or willful acts of Landlord, Landlord's Rental Agent, its agents or employees. If Landlord, the property manager, or their respective agents or employees shall, without fault on its or their part, be made a party to any litigation commenced by or against Tenant, then Tenant shall protect and hold the same harmless and shall pay all costs, expenses and reasonable attorneys' fees incurred or paid in connection with such litigation. (ii) 18 (d) Landlord Indemnity. Subject to Section 19(f) below, the terms and excluding any negligence or willful misconduct by Tenant, or its agents and employees, conditions otherwise set forth in this Lease, Landlord shall indemnify Tenant, its and Tenant's respective shareholders, officers, directors, employees and agents and employees and save them harmless from and against any and all claims, actions, damages, liabilities and expenses in connection with loss of life and/or life, personal injury and/or damage to property arising from or out of the occurrence in, upon or at the Premises and/or the Common Areas, or the occupancy or use by Landlord of the Premises and/or the Common Areas or any part thereof, or occasioned wholly or in part by any negligence act or willful misconduct omission of Landlord, its agents, employees, contractors, invitees or licensees. In the event that Tenant, If Tenant or its respective agents or employees shall, without fault on its or their part, be made a party to any litigation commenced by or against Landlord, then Landlord 33 shall protect and hold the same harmless and shall pay all costs, expenses, expenses and reasonable attorneys' fees incurred or paid in connection with such litigation. (e) Survival. The provisions of Section 18 shall survive the expiration or sooner termination of this Lease for a period of three (3) years. View More
Found in JOINT Corp contract
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Liability. 10.1. The Company shall not be responsible for any costs incurred by the Contractor, including, without limitation, any and all fees and expenses. 10.2. The Company makes no guarantees regarding the physical and/or mental fitness of any Client. The Contractor shall perform the services set out in this Agreement at his or her own risk. 10.3. EXCEPT WITH RESPECT TO THE PARTIES' INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, ...OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, INCLUDING BODILY INJURY, DEATH, LOSS OF REVENUE, OR PROFITS OR OTHER BENEFITS, AND CLAIMS BY ANY THIRD PARTY, EVEN IF THE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING WITHOOUT LIMITATION TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, AND OTHER TORTS. View More
Found in GLOBAL HOUSE HOLDINGS LTD. contract
Liability. 10.1. The Company shall not be responsible for any costs incurred by the Contractor, including, without limitation, any and all fees and expenses. 10.2. The Company makes no guarantees regarding the physical and/or mental fitness of any Client. The Contractor shall perform the services set out in this Agreement at his or her own risk. 10.3. EXCEPT WITH RESPECT TO THE PARTIES' INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, ...OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, INCLUDING BODILY INJURY, DEATH, LOSS OF REVENUE, OR PROFITS OR OTHER BENEFITS, AND CLAIMS BY ANY THIRD PARTY, EVEN IF THE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING WITHOOUT LIMITATION TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, AND OTHER TORTS. View More
Found in Regulus Corp contract
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Liability. SPAC confirms to Acquirer that it will provide a true and correct (a) copy of its balance sheet as of December 31, 2022, as soon as reasonably practicable following execution, to be set forth on Exhibit B to this Agreement , (b) list of invoices received by SPAC since December 31, 2022 shall be set forth on Exhibit C-1 to this Agreement as soon as reasonably practicable following execution, and that all invoices from September 30, 2022 through the date of this Agreement are attached as Exhibit C...-2 to this Agreement (c) exhibit setting forth bank account balances for SPAC and Sponsor, respectively, and all transactions in such bank accounts since the formation of the SPAC are set forth on Exhibit D to this Agreement and (d) capitalization table of Sponsor is set forth on Exhibit E. Sponsor represents that the SPAC Securities represent all the of the outstanding securities of SPAC held by Sponsor. View More
Found in Kernel Group Holdings, Inc. contract
Liability. SPAC confirms to Acquirer that it will provide a true and correct (a) copy of its balance sheet as of December 31, 2022, as soon as reasonably practicable following execution, is set forth on Exhibit A to be this Agreement, (b) list of invoices received by SPAC up to December 31, 2022 is set forth on Exhibit B to this Agreement , (b) list of invoices received by SPAC since December 31, 2022 shall be set forth on Exhibit C-1 to this Agreement as soon as reasonably practicable following execution,... and that all invoices from September 30, 2022 through the date of this Agreement are attached as Exhibit C-2 to this Agreement Agreement, (c) exhibit setting forth bank account balances for SPAC and Sponsor, respectively, and all transactions in such bank accounts since the formation of the SPAC are set forth on Exhibit D C to this Agreement and (d) capitalization table of Sponsor is set forth on Exhibit E. D. Sponsor represents that the SPAC Securities represent all the of the outstanding securities of SPAC held by Sponsor. View More
Found in OceanTech Acquisitions I Corp. contract
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Liability. Sponsor will be liable for losses to the Funds that are the direct result of Sponsor's bad faith, gross negligence, willful or reckless misconduct or breach of the express terms of this Agreement. Except as set forth in the foregoing sentence, neither Sponsor nor its officers, employees or agents shall be liable hereunder for any act or omission or for any error of judgment in managing the Funds. Sponsor shall not be responsible for any special, indirect or consequential damages, or any loss inc...urred by reason of any act or omission, by the Funds or any broker, dealer, futures commission merchant or custodian used hereunder or any authorized representative of the foregoing. Notwithstanding the foregoing, nothing herein shall in any way constitute a waiver or limitation of any rights that the Trust or the Funds may have under the federal securities laws or other applicable law. View More
Found in Metaurus Equity Component Trust contract
Liability. Sponsor Advisor will be liable for losses to the Funds Accounts that are the direct result of Sponsor's Advisor's bad faith, gross negligence, willful or reckless misconduct or breach of the express terms of this Agreement. Except as set forth in the foregoing sentence, neither Sponsor Advisor nor its officers, employees or agents shall be liable hereunder for any act or omission or for any error of judgment in managing the Funds. Sponsor Accounts. Advisor shall not be responsible for any specia...l, indirect or consequential damages, or any loss incurred by reason of any act or omission, by the Funds omission of Investing Pool or any broker, dealer, futures commission merchant or custodian used hereunder or any authorized representative of the foregoing. Notwithstanding the foregoing, nothing herein shall in any way constitute a waiver or limitation of any rights that the Trust or the Funds Investing Pool may have under the federal securities laws or other applicable law. View More
Found in iShares S&P GSCI Commodity-Indexed Trust contract
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Liability. No members of the Committee shall be liable for any action or determination made in good faith with respect to the Plan or any Option granted under it. No member of the Committee shall be liable for any act or omission of any other member of the Committee or for any act or omission on such member's part, including but not limited to the exercise of any power or discretion given to such member under the Plan, except those resulting from such member's willful misconduct.
Found in SECOND SIGHT MEDICAL PRODUCTS INC contract
Liability. No members of the Committee shall be liable for any action or determination made in good faith with respect to the Plan Terms and Conditions or any Option granted under with respect to it. No member of the Committee shall be liable for any act or omission of any other member of the Committee or for any act or omission on such member's part, including but not limited to the exercise of any power or discretion given to such member under the Plan, Terms and Conditions, except those resulting from s...uch member's willful misconduct. View More
Found in SECOND SIGHT MEDICAL PRODUCTS INC contract
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