Absence of Liability Sample Clauses

Absence of Liability. A member of the Board of Directors of the Company or a member of the Committee of the Company or any officer of the Company shall not be liable for any act or inaction hereunder, whether of commission or omission.

Absence of Liability. None of the Company, each Series and the Plan Administrator shall have any responsibility or liability beyond the exercise of ordinary care for any action taken or omitted pursuant to this Plan, nor shall they have any duties, responsibilities or liabilities except such as expressly set forth herein. None of the Company, each Series and the Plan Administrator shall be liable for any act done in good faith or for any good faith omission to act, including, without limitation, any claims of liability: (a) arising out of the failure to terminate a participant’s account prior to receipt of written notice of such participant’s death, or (b) with respect to prices at which Shares are purchased or sold for the participant’s account and the terms on which such purchases and sales are made. NOTWITHSTANDING THE FOREGOING, LIABILITY UNDER THE U.S. FEDERAL SECURITIES LAWS CANNOT BE WAIVED.

Absence of Liability. No member of the Board of Directors of the Company or a Subsidiary, of the Committee, of any other committee of the Board of Directors, or any officer or Employee of the Company or a Subsidiary shall be liable for any act or action under the Plan, whether of commission or omission, taken by any other member, or by any officer, agent, or Employee, or, except in circumstances involving his bad faith or willful misconduct, for anything done or omitted to be done by himself.

Absence of Liability. Except as set forth in Section 3.9(c) of the Seller Disclosure Schedule, no liability under Title IV of ERISA has been incurred by the Seller, DQE, the Company or any ERISA Affiliate with respect to a Company Plan or with respect to any defined benefit plan currently or previously maintained or contributed to or required to be contributed to by DQE, the Seller, the Company or any ERISA Affiliate that has not been satisfied in full, and, to the knowledge of the Seller, no condition exists that presents a material risk to the Company of incurring any such liability, other than liability for premiums due the Pension Benefit Guaranty Corporation (which premiums have been paid when due) and no Company Plan or plan of the Seller, DQE or any ERISA Affiliate which is subject to the minimum funding requirements of Part III of Subtitle B of Title I of ERISA or of Section 412 of the Code, has incurred any "accumulated funding deficiency" within the meaning of Section 302 of ERISA or Section 412 of the Code.

Absence of Liability. The Company shall not be liable for any loss or damage in the event of failure to comply with its obligations vis-à-vis the Customer according to these terms and conditions, if: a. such failure is due to abnormal or unforeseen circumstances beyond the Company’s control, the consequences of which would have been unavoidable despite all efforts to the contrary b. the Company is bound by other legal obligations under Cypriot or Community Law.

Absence of Liability. No material liability under Title IV of ERISA has arisen with respect to the Company, a Company Subsidiary or any ERISA Affiliate that has not been satisfied in full and which would cause the Company or any Company Subsidiary to incur any material liability, and, to the knowledge of the Seller or the Company, no condition exists that presents a material risk to the Company or any Company Subsidiary of incurring any such liability, other than liability for premiums due the Pension Benefit Guaranty Corporation ("PBGC") (which premiums have been paid when due).

Absence of Liability. Any and all liability created to administer this Plan and the Trust or to provide any Participant or Beneficiary with benefits under this Plan shall be exclusively and solely that of the Company. No member of the Committee, officer, director or employee, past, present or future, of the Company shall have any liability to any Participant or Beneficiary, or to any other person or entity, to provide or pay such benefits, such liability hereby being expressly and unconditionally denied.

Absence of Liability. Neither the Company nor the Plan Administrator shall have any responsibility or liability beyond the exercise of ordinary care for any action taken or omitted pursuant to the Plan, nor shall they have any duties, responsibilities or liabilities except such as expressly set forth herein. Neither the Company nor the Plan Administrator shall be liable for any act done in good faith or for any good faith omission to act, including, without limitation, any claims of liability: (a) arising out of the failure to terminate a participant’s account prior to receipt of written notice of such participant’s death, or (b) with respect to prices at which Shares are purchased or sold for the participant’s account and the terms on which such purchases and sales are made. NOTWITHSTANDING THE FOREGOING, LIABILITY UNDER THE U.S. FEDERAL SECURITIES LAWS CANNOT BE WAIVED.

Absence of Liability. Neither the Collateral Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates shall be (i) liable for any action lawfully taken or omitted to be taken by it under or in connection with this Agreement or any other Shared Collateral Document (except for its gross negligence or willful misconduct), or (ii) responsible in any manner to any other Secured Party for any recitals, statements, representations or warranties made by any Securing Party or any representative thereof or any other Person contained herein or in any Debt Agreement or any other Shared Collateral Document or any other agreement or any certificate, report, statement or other document referred to or provided for in, or received by the Collateral Agent hereunder or in connection with, any Debt Agreement or Shared Collateral Document or otherwise or for the value, validity, effectiveness, genuineness, enforceability or sufficiency of the Shared Collateral, any Debt Agreement, or any Shared Collateral Document or any Secured Obligation or for any failure of any Securing Party to perform its obligations thereunder. Except as expressly provided herein or in any other Shared Collateral Document, the Collateral Agent shall not be under any obligation to any other Secured Party to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, any Debt Agreement or any Shared Collateral Document or to inspect the properties, books or records of the Borrower and its Subsidiaries. The Collateral Agent makes no representations as to the value or condition of the Shared Collateral or any part thereof, as to the title of any Securing Party to the Shared Collateral, as to the security afforded by this Agreement or any other Shared Collateral Document or as to the validity, execution, enforceability, legality or sufficiency of this Agreement or any other Shared Collateral Document, and the Collateral Agent shall incur no liability or responsibility in respect of any such matters. The Collateral Agent shall not be responsible for insuring the Shared Collateral, for the payment of taxes, charges, assessments or liens upon the Shared Collateral or otherwise as to the maintenance of the Shared Collateral. The Collateral Agent shall have no duty to any Securing Party, or to the holders of any of the Secured Obligations, as to any Shared Collateral in its possession or control or in the possession or control of any agent or ...