Product Liability The Company has no Liability (and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any Liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any product manufactured, sold, leased, or delivered by the Company.
Indemnity and Liability Subject to Section 3.1, the Company shall (i) indemnify, exonerate and hold the Service Provider and each of its partners, shareholders, members, affiliates, directors, officers, fiduciaries, managers, controlling persons, employees, independent contractors and agents and each of the partners, shareholders, members, affiliates, directors, officers, fiduciaries, managers, controlling persons, employees, independent contractors and agents of each of the foregoing (collectively, the “Related Parties”) free and harmless from and against any and all actions, causes of action, suits, claims, liabilities, losses, damages and costs and out-of-pocket expenses in connection therewith (including attorneys’ fees and expenses) incurred by the Related Parties or any of them before or after the date of this Agreement (collectively, the “Indemnified Liabilities”), arising out of any action, cause of action, suit, arbitration, investigation or claim arising out of, or in any way relating to, (i) this Agreement, any transaction to which the Company is a party or any other circumstances with respect to the Company or (ii) the operations of, or the Services or Office Space provided by the Service Provider to, the Company, or any of its affiliates from time to time; provided, however, that the foregoing indemnification rights will not be available to the extent that any such Indemnified Liabilities arose on account of such Indemnitee’s gross negligence or willful misconduct; and provided, further, that if and to the extent that the foregoing undertaking may be unavailable or unenforceable for any reason, the Company hereby agrees to make the maximum contribution to the payment and satisfaction of each of the Indemnified Liabilities which is permissible under applicable law. For purposes of this Section 5.1, none of the circumstances described in the limitations contained in the two provisos in the immediately preceding sentence will be deemed to apply absent a final non-appealable judgment of a court of competent jurisdiction to such effect, in which case to the extent any such limitation is so determined to apply to any Indemnitee as to any previously advanced indemnity payments made by the Company, then such payments will be promptly repaid by such Indemnitee to the Company without interest. The rights of any Indemnitee to indemnification hereunder will be in addition to any other rights any such person may have under any other agreement or instrument to which such Indemnitee is or becomes a party or is or otherwise becomes a beneficiary or under law or regulation.
Defects Liability 11.1 In case of a defect, the Seller will, without undue delay and free of charge, make good any defects and/ or deficiencies in its Supplies and Services which were already existent at the time of transfer of risk to the Customer by, at its sole discretion and as the nature of the defect or deficiency would reasonably require,repair or replacement. The Customer has the obligation to inform the Seller of any defect and/ or deficiency without undue delay after detection of the same.
11.2 Should remedy of a defect and/ or deficiency finally fail, the Customer shall – without prejudice to claim damages – be entitled to terminate the Contract or ask for an equitable adjustment of the Contact price. Except as otherwise provided in the Contract, a remedy shall be deemed to have finally failed after the third unsuccessful attempt by the Seller to rectify the defect and/or deficiency.
11.3 Defect liability claims shall become statute-barred after a period of 12 months, counted from the date of completion of the concerned Supplies and/or Services (“Defect Liability Period”). In case and where a longer Defect Liability Period is mandatory as per applicable law, the Defect Liability Period mentioned in the preceding sentence shall be replaced by such mandatory longer period. If any part of the Supplies and Services has to be repaired or replaced during the Defect Liability Period, the Defect Liability Period for the relevant part of the Supplies and Services shall begin for another period of 12 months, however, provided that the Defect Liability Period shall not be (further) extended beyond 24 months from the from the date of completion of the concerned Supplies and/ or Services.
11.4 The Seller shall not be liable for any damage / defect occurring after transfer of risk to the Customer being a result of careless usage, inappropriate consumables/ fuels, defective and/ or deficient civil works, inappropriate ground conditions or special outside influences which are not specifically provided for in the Contract. Should the Customer or any third party perform improper maintenance works or effect any changes to the Supplies and Services the consequences thereof shall not be covered under subject defect liability obligations of the Seller.
11.5 The Seller shall not be liable for normal wear and tear. Wear-parts are excluded from any defect liability, except in case the Customer provides proof that the damage or defect is not caused by normal wear and tear.
11.6 Any further liability for defect liability claims is – as far as permissible by applicable law – excluded.
Company's Liability The Consultant agrees to defend, indemnify, and hold the Company harmless from an against any and all reasonable costs, expenses and liability (including reasonable attorney's fees paid in defense of the Company) which may in any way result pursuant to its gross negligence or willful misconduct or in any connection with any actions taken or statements made, on behalf of the Company, without the prior approval or authorization of the Company or which are otherwise in violation of applicable law.
Our Liability This section explains our liability to you only to the extent that any other agreements, notices or disclosures have not separately disclosed our liability. In no event shall we be liable to you for failure to provide access to your Online Banking or ▇▇▇▇ Payment services accounts. Unless otherwise required by applicable law, we are only responsible for performing the Online Banking and ▇▇▇▇ Payment services as delineated in this Agreement. We will be liable for the amount of any material losses or damages incurred by you and resulting directly from our gross negligence. We will not be liable to you in the following instances:
1. If through no fault of the Bank, you do not have enough money in your account to make the transfer.
2. If circumstances beyond our control (such as fire, flood, power outage, equipment or technical failure or breakdown) prevents the transfer despite reasonable precautions that we have taken.
3. If there is a hold on your account, or if access to your account is blocked, in accordance with banking policy.
4. If your funds are subject to a legal proceeding or other encumbrance restricting the transfer.
5. If your transfer authorization terminates by operation of law.
6. If you believe someone has accessed your accounts without your permission and you fail to notify the Bank immediately.
7. If you have not properly followed the instructions on how to make a transfer included in this Agreement.
8. If we have received incomplete or inaccurate information from you or a third party involving the account or transfer.
9. If we have a reasonable basis for believing that unauthorized use of your Password or account has occurred or may be occurring or if you default under this Agreement, the deposit account agreement, a credit agreement or any other agreement with us, or if we or you terminate this Agreement. IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM OR ARISING OUT OF THIS AGREEMENT.