COVERAGE SECTION SPECIFIC LIMITS OF LIABILITY AND RETENTIONS Clause Samples

COVERAGE SECTION SPECIFIC LIMITS OF LIABILITY AND RETENTIONS. (A) HIPAA Penalties Sublimit: The Underwriter’s maximum limit of liability for all HIPAA Penalties resulting from all Claims shall be $50,000, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section. (B) Voluntary Settlement Program Coverage Sublimit: The Underwriter’s maximum limit of liability for all Defense Expenses and all Settlement Fees resulting from all Settlement Program Notices first given to the Underwriter during the Policy Period or applicable Extended Reporting Period and covered under Insuring Agreement (B) of this Coverage Section shall be the amount stated in ITEM 4 of the Declarations as the Voluntary Settlement Program Coverage Sublimit, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section.
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COVERAGE SECTION SPECIFIC LIMITS OF LIABILITY AND RETENTIONS. (A) Antitrust Claim Sublimit: The Underwriter’s maximum limit of liability for all Loss resulting from all Claims based upon, arising out of, directly or indirectly resulting from, in consequence of, or in any way involving Antitrust Violations shall be the amount stated in ITEM 4 of the Declarations as the Antitrust Claim Sublimit, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section. (B) Regulatory Claim Sublimit: The Underwriter’s maximum limit of liability for all Loss resulting from all Claims based upon, arising out of, directly or indirectly resulting from, in consequence of, or in any way involving Regulatory Wrongful Acts shall be the amount stated in ITEM 4 of the Declarations as the Regulatory Claim Sublimit, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section. (C) Excess Benefit Transaction Excise Tax Sublimit: The Underwriter’s maximum limit of liability for all Excess Benefit Transaction Excise Taxes resulting from all Claims shall be $10,000, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section. (D) Internal Revenue Code Violation Sublimit: The Underwriter’s maximum limit of liability for all civil fines and penalties resulting from all Claims for Internal Revenue Code Violations shall be $25,000, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section.
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COVERAGE SECTION SPECIFIC LIMITS OF LIABILITY AND RETENTIONS. (A) Securityholder Derivative Demand Sublimit: The Underwriter’s maximum limit of liability for all Investigative Costs resulting from all Securityholder Derivative Demands shall be shall be the amount stated in ITEM 4 of the Declarations as the Securityholder Derivative Demand Sublimit, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section. (B) Privacy Breach Event Reimbursement Limit: The Underwriter’s maximum limit of liability for all Privacy Breach Event Expenses resulting from all Privacy Breach Events occurring during the Policy Period shall be the amount stated in ITEM 4 of the Declarations as the Privacy Breach Event Reimbursement Limit, which amount shall be in addition to, and not part of, the Policy Aggregate Limit of Liability or any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section.
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COVERAGE SECTION SPECIFIC LIMITS OF LIABILITY AND RETENTIONS. (A) Intra-Organization Claims Defense Sublimit: The Underwriter’s maximum limit of liability for all Defense Expenses resulting from all Intra- Organization Claims shall be the amount stated in ITEM 4 of the Declarations as the Intra- Organization Claims Defense Sublimit, which amount shall be part of, and not in addition to, the Policy Aggregate Limit of Liability and any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section. (B) General Counsel Replacement Expenses Limit: The Underwriter’s maximum limit of liability for all General Counsel Replacement Expenses resulting from all General Counsel Injury Events shall be $50,000, which amount shall be in addition to, and not part of, the Policy Aggregate Limit of Liability or any Separate Limit of Liability or Shared Limit of Liability applicable to this Coverage Section.
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Related to COVERAGE SECTION SPECIFIC LIMITS OF LIABILITY AND RETENTIONS

  • Standard of Care Limits of Liability Indemnification 10.1. Standard of Care. Each party's duties are limited to those expressly set forth in this Agreement and the parties do not assume any implied duties. In performing all of its duties and obligations hereunder, Ultimus shall use the reasonable care and diligence that a professional service provider would observe in these affairs. Each party shall use its best efforts in the performance of its duties and act in good faith in performing the Services or its obligations under this Agreement. Each party shall be liable for any damages, losses or costs arising out of such party’s failure to perform its duties under this Agreement to the extent such damages, losses or costs arise out of its willful misfeasance, bad faith, gross negligence in the performance of its duties, or reckless disregard of its obligations and duties hereunder.

  • Disclaimers; Limitation of Liability A. NONE OF THE PROGRAM OR ANY OF THE PROGRAM BENEFITS IS AN INSURANCE POLICY OR A CONTRACT OF INSURANCE. B. USE OF THE PROGRAM AND ANY OF THE PROGRAM BENEFITS IS AT CUSTOMER’S SOLE RISK. THE PROGRAM BENEFITS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. C. STAYMOBILE AND ALL OF ITS AFFILIATES, DIRECTORS, OFFICERS, AND AGENTS, AND THE AUTHORIZED DEALER AND RESELLER (“STAYMOBILE ENTITIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE PROGRAM AND ANY OF THE PROGRAM BENEFITS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. D. STAYMOBILE ENTITIES MAKE NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED UNLESS AGREED TO IN A STATEMENT OF WORK SIGNED BY BOTH PARTIES, THAT: (i) THE PROGRAM WILL MEET CUSTOMER’S SPECIFIC REQUIREMENTS; (ii) THE PROGRAM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY CUSTOMER IN THE PROGRAM WILL MEET CUSTOMER’S EXPECTATIONS. E. STAYMOBILE ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF STAYMOBILE ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE PROGRAM OR ANY BENEFITS THEREOF; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED VIA THE USE OF THE PROGRAM; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF THE PROGRAM’S DATA; OR (iv) ANY OTHER MATTER RELATING TO THE PROGRAM. F. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO THE PURCHASER.

  • Standard of Care, Limitation of Liability and Indemnification (a) The Sub-Adviser shall exercise its best judgment in rendering the services under this Agreement. The Sub-Adviser shall not be liable for any error of judgment or mistake of law or for any loss suffered by the Trust, the Adviser or the Fund, or affiliated persons of the Adviser or the Fund (collectively, the "Adviser Indemnitees") in connection with the matters to which this Agreement relates except a loss resulting from the Sub-Adviser's willful misfeasance, bad faith or gross negligence in the performance of its obligations and duties, or by reason of its reckless disregard of its obligations and duties, under this Agreement; provided, however, that nothing herein shall be deemed to protect or purport to protect the Sub-Adviser against any liability to the Adviser Indemnitees for, and the Sub-Adviser shall indemnify and hold harmless the Adviser Indemnitees from, any and all claims, losses, expenses, obligations and liabilities (including reasonable attorney's fees) to which any of the Adviser Indemnitees may become subject arising out of or resulting from (i) the Sub-Adviser causing the Fund to be in violation of any applicable federal or state law, rule or regulation or any investment policy or restriction set forth in the Fund's current Registration Statement or the most current written guidelines, policies or instruction provided in writing by the Board or the Adviser, (ii) the Sub-Adviser causing the Fund to fail to satisfy the requirements set forth in Section 2(i) hereof, (iii) any untrue statement of a material fact contained in the Registration Statement, proxy materials, reports, advertisements, sales literature, or other materials pertaining to the Sub-Adviser or the Portfolio managed by the Sub-Adviser or the omission to state therein a material fact known to the Sub-Adviser that was required to be stated therein or necessary to make the statements therein not misleading, if such statement or omission was made in reliance upon information furnished to the Adviser or the Trust by the Sub-Adviser for use therein, or (iv) a breach of this Agreement by the Sub-Adviser. In addition, the Sub-Adviser shall indemnify and hold harmless the Trust and the Fund from any and all claims, losses, expenses, obligations and liabilities (including reasonable attorney's fees) to which either the Trust or the Fund may become subject directly arising out of or resulting from a breach of fiduciary duty by the Sub-Adviser under Section 36(b) of the 1940 Act with respect to the receipt of compensation for its services under this Agreement. Notwithstanding the foregoing, nothing contained in this Agreement shall constitute a waiver or limitation of rights that the Trust or the Fund may have under federal or state securities laws. (b) The Sub-Adviser is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Trust Instrument or other organizational document of the Trust and agrees that any obligations of the Trust or the Fund arising in connection with this Agreement shall be limited in all cases to the Fund and its assets, and the Sub-Adviser shall not seek satisfaction of any such obligation from any other fund of the Trust or the shareholders or any individual shareholder of the Fund. Nor shall the Sub-Adviser seek satisfaction of any such obligation from the trustees of the Trust (each, a "Trustee" and, together, the "Trustees") or any individual Trustee or any officers. (c) As used in this Section 6, the term "Sub-Adviser" shall include any officers, directors, employees, independent contractors or other affiliates of the Sub-Adviser performing services with respect to the Fund. (d) The Adviser agrees to indemnify and hold harmless the Sub-Adviser from and against any and all claims, losses, expenses, obligations and liabilities (including reasonable attorney's fees) to which the Sub-Adviser may become subject directly arising out of or resulting from, the Adviser's willful misfeasance, bad faith or gross negligence in the performance of its obligations and duties under this Agreement, or by reason of its reckless disregard of its obligations and duties under this Agreement.

  • Limits of Liability; Indemnification The Adviser assumes no responsibility under this Agreement other than to render the services called for hereunder. The Adviser shall not be liable for any error of judgment or for any loss suffered by the Trust or the Fund in connection with the matters to which this Agreement relates, except a loss resulting from a breach of fiduciary duty with respect to receipt of compensation for services (in which case any award of damages shall be limited to the period and the amount set forth in Section 36(b)(3) of the Investment Company Act of 1940) or a loss resulting from willful misfeasance, bad faith or gross negligence on its part in the performance of, or from reckless disregard by it of its obligations and duties under, this Agreement. It is agreed that the Adviser shall have no responsibility or liability for the accuracy or completeness of the Trust's registration statement under the Act or the Securities Act of 1933, except for information supplied by the Adviser for inclusion therein. The Trust agrees to indemnify the Adviser to the full extent permitted by the Trust's Declaration of Trust.

  • Limits of Liability To the fullest extent permitted by applicable law, (1) You agree that We and HomeServe, and both of our respective parents, successors, affiliates, approved technicians and Our and their officers, directors, employees, affiliates, agents, contractors or similar parties acting on behalf of either Us or HomeServe shall not be liable to You or anyone else for: (a) any actual losses or direct damages that exceed the lowest applicable per repair Benefit Limit, or, if there is no maximum Benefit Limit, any actual losses or direct damages that exceed the cost of repairs provided for in the “What is a Covered Repair?” section(s) of this Service Agreement, relating to any repairs performed by Us, HomeServe or on behalf of either Us or HomeServe or services provided hereunder giving rise to such loss or damage; or (b) any amount of any form of indirect, special, punitive, incidental or consequential losses or damages, damages based on anticipated or lost profits, wages, or revenue, or damages based on diminution in value or a multiple of earnings, including those caused by any fault, failure, delay or defect in providing any repairs performed by Us, HomeServe or on behalf of either Us or HomeServe or services provided under this Service Agreement, regardless of whether such damages were foreseeable and whether or not We or HomeServe or anyone acting on behalf of either Us or HomeServe have been advised of the possibility of such damages (the damages listed in clauses (a) and (b), collectively the “Excluded Damages”); and (2) these limitations and waivers shall apply to all claims and all liabilities and shall survive the cancellation or expiration of this Service Agreement. You may have other rights that vary from state to state. Arbitration: YOU, NHRW AND HOMESERVE ALL AGREE TO RESOLVE DISPUTES BY BINDING ARBITRATION as follows: