General Limitations on Liability Clause Samples

General Limitations on Liability. Bank shall not be liable for any loss, claim, damage or other liability to the extent arising from the following causes: (i) The failure of any third party (other than a Subcustodian designated by Bank as provided in Section 5.2 hereof) including: (a) any issuer of Financial Assets or Book-Entry Agent or other agent of an issuer; (b) any counterparty with respect to any Financial Assets, including any issuer of exchange-traded or other futures, option, derivative or commodities contract; (c) Investment Advisor, foreign custody manager or other agent of Customer (other than Bank); or (d) other third parties similarly beyond the control or choice of Bank. (ii) Bank may rely upon information received from issuers of Financial Assets or agents of such issuers, information received from Subcustodians and from other commercially reasonable sources such as commercial data bases and the like, but shall not be responsible for specific inaccuracies in such information, provided that Bank has relied upon such information in good faith, or for the failure of any commercially reasonable information provider. (iii) Action by Bank or a Subcustodian in accordance with an Instruction and the provisions of this Agreement, even when such action conflicts with, or is contrary to any provision of, Customer’s declaration of trust, certificate of incorporation or by-laws or other constitutive document, Applicable Law, or actions by the trustees, directors or shareholders of Customer. (iv) The limitations inherent in the rights, transferability or similar investment characteristics of a given Financial Asset of Customer; provided, however, that the exculpation from liability provided by clause (iv) of this sentence shall not apply to any damage, loss, expense or liability incurred by Customer with respect to an impairment of Customer’s rights in and/or the transferability and other characteristics of a Financial Asset which result from Bank’s negligence, willful misconduct or bad faith.

General Limitations on Liability. Subject to the Administrator's obligations under Section 21, the Administrator shall incur no liability with respect to any telecommunications, equipment or power failures, or any failures to perform or delays in performance by postal or courier services or third-party information providers (including without limitation those listed on Appendix D). 8.1 The Administrator shall also incur no liability under this Agreement if the Administrator or any agent or entity utilized by the Administrator shall be prevented, forbidden or delayed from performing, or omits to perform, any act or thing which this Agreement provides shall be performed or omitted to be performed, by reason of causes or events beyond its control, including but not limited to:

General Limitations on Liability. The Administrator shall incur no liability with respect to any telecommunications, equipment or power failures, or any failures to perform or delays in performance by postal or courier services or third-party information providers (including, without limitation those listed on Appendix C). 8.1 The Administrator shall also incur no liability under this Agreement if the Administrator or any agent or entity utilized by the Administrator shall be prevented, forbidden or delayed from performing, or omits to perform, any act or thing which this Agreement provides shall be performed or omitted to be performed, by reason of causes or events beyond its control, including but not limited to: 8.1.1 any Sovereign Event. A “Sovereign Event” shall mean any nationalization; expropriation; devaluation; revaluation; confiscation; seizure; cancellation; destruction; strike; act of war, terrorism, insurrection or revolution; or any other act or event beyond the Administrator’s control;

General Limitations on Liability. 11.1 UNLESS OTHERWISE SPECIFICALLY PROVIDED IN THIS AGREEMENT OR OTHERWISE PROHIBITED BY LAW, NEITHER ZETTALYNC, NOR ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, NOR ANY OWNER OR MANAGER OF THE BUILDING OR LAND IN WHICH CUSTOMER’S PREMISES IS LOCATED SHALL HAVE ANY LIABILITY TO CUSTOMER OR TO ANY THIRD PARTY FOR: 11.1.1 ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL LOSSES OR DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF EARNINGS OR LOSS OF BUSINESS OPPORTUNITIES, RESULTING DIRECTLY OR INDIRECTLY OUT OF, OR OTHERWISE ARISING IN CONNECTION WITH, THE USE OF THE SERVICE BY CUSTOMER OR ANY OTHER USE OF THE ZETTALYNC EQUIPMENT OR SOFTWARE, INCLUDING, WITHOUT LIMITATION, ANY DAMAGE RESULTING FROM OR ARISING OUT OF CUSTOMER’S RELIANCE ON OR USE OF THE SERVICE OR ZETTALYNC EQUIPMENT OR SOFTWARE, OR THE MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION, TRANSMISSION OR ANY FAILURE OF PERFORMANCE OF THE SERVICE OR ZETTALYNC EQUIPMENT OR SOFTWARE; OR 11.1.2 ANY LOSSES, CLAIMS, DAMAGES, EXPENSES, LIABILITIES OR COSTS (INCLUDING LEGAL FEES) RESULTING DIRECTLY OR INDIRECTLY OUT OF, OR OTHERWISE ARISING IN CONNECTION WITH ANY ALLEGATION, CLAIM, SUIT OR OTHER PROCEEDING BASED UPON A CONTENTION THAT THE USE OF THE ZETTALYNC EQUIPMENT, SOFTWARE, OR SERVICE(S) OR ANY THIRD PARTY’S ACTIONS INFRINGE UPON THE COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET, CONFIDENTIALITY, PRIVACY OR OTHER INTELLECTUAL PROPERTY RIGHTS OR CONTRACTUAL RIGHTS OF ANY THIRD PARTY.

General Limitations on Liability. 3.1 The Seller shall not be liable in relation to any claim under paragraph 2 above to the extent that Purchaser Asbestos Losses result from or would not have occurred but for or are increased or exacerbated by: 3.1.1 any indemnity, covenant, undertaking, warranty, assurance or other contractual protection or allocation entered into, granted or agreed by any Asbestos Indemnified Person after the Closing Date unless it includes limitations and obligations on any relevant counterparty consistent with the provisions of this Part 1 of Schedule 6; 3.1.2 the volunteering of information (or the authorisation of its disclosure) concerning Asbestos or any breach of Asbestos Law by any Group Company or by any member of the Purchaser’s Group after the Closing Date to any regulatory authority or to any third party in circumstances where the information was provided other than: (a) in response to an unsolicited requirement of a regulatory authority for such information; (b) pursuant to a notification obligation at law or (c) with the prior written consent of the Seller; 3.1.3 the introduction of Asbestos at the relevant property after the Closing Date; 3.1.4 the carrying out by, or on behalf of, any member of the Purchaser’s Group of any investigations other than the Asbestos Survey at or in relation to the relevant Premises after the Closing Date save where such investigation is undertaken (i) in response to an unsolicited written requirement of a regulatory authority, (ii) in order to comply with any Asbestos Law, or (iii) is necessary to investigate a written letter of complaint received by the Purchaser presenting a significant and imminent risk of Asbestos Proceedings being commenced (subject to the written consent of the Seller (not to be unreasonably withheld or delayed)); 3.1.5 the closure, mothballing, change of use or development of any Premises after the Closing Date; or 3.1.6 any Remedial Action taken by any member of the Purchaser’s Group which exceeds what is recommended in the Asbestos Survey or otherwise expressly required in writing by the relevant regulatory authority.

General Limitations on Liability. WE, INCLUDING OUR AFFILIATES, AGENTS, AND VENDORS ARE NOT RESPONSIBLE FOR ANY LOSS, DAMAGE OR INJURY OR FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, ARISING FROM OR RELATED TO THE EQUIPMENT, BROWSER AND/OR THE INSTALLATION OR MAINTENANCE THEREOF, SOFTWARE AND/OR THE INSTALLATION OR MAINTENANCE THEREOF, FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS, OR INCOMPATIBILITY OF COMPUTER HARDWARE, SOFTWARE OR APP SOFTWARE, FAILURE OR UNAVAILABILITY OF INTERNET ACCESS, PROBLEMS WITH INTERNET SERVICE PROVIDERS, PROBLEMS OR DELAYS WITH INTERMEDIATE COMPUTER OR COMMUNICATIONS NETWORKS OR FACILITIES, PROBLEMS WITH DATA TRANSMISSION FACILITIES (WHETHER OR NOT SUPPPLIED BY US, OUR AFFILIATES, AGENTS OR SERVICE PROVIDERS) OR ANY OTHER PROBLEMS YOU EXPERIENCE DUE TO CIRCUMSTANCES BEYOND OUR CONTROL.

General Limitations on Liability. The Administrator shall incur no liability with respect to any telecommunications, equipment or power failures beyond its reasonable control, or any failures to perform or delays in performance by postal or courier services or third-party information providers (including without limitation those listed on Appendix D). For the avoidance of doubt, third-party providers under this Section exclude the Administrator’s Agents. 8.1 The Administrator shall also incur no liability under this Agreement if the Administrator or any Agent or entity utilized by the Administrator shall be prevented, forbidden or delayed from performing, or omits to perform, any act or thing which this Agreement provides shall be performed or omitted to be performed, by reason of causes or events beyond its control, including but not limited to: 8.1.1 any Sovereign Event. A “Sovereign Event” shall mean any nationalization; expropriation; devaluation; revaluation; confiscation; seizure; cancellation; destruction; strike; act of war, terrorism, insurrection or revolution; or any other act or event beyond the Administrator’s reasonable control;

General Limitations on Liability. Notwithstanding any provision of this Agreement to the contrary, except in the case of fraud, willful misconduct or active concealment, the liability of any Party under this ARTICLE VII shall not exceed an amount equal to the escrow fund maintained pursuant to the Escrow Agreement (for which purpose the Closing Date Shares shall be valued at the Closing Date Stock Price). AzERx may elect to satisfy any liability under this ARTICLE VII by delivering shares of OrthoLogic Common Stock to OrthoLogic, valued for this purpose at the Closing Date Stock Price.

General Limitations on Liability. 7.1 The Indemnifying Party shall not be liable in relation to any Claim under paragraphs 2 and 3 to the extent that: 7.1.1 the Environmental Losses or part thereof result from or would not have occurred but for, or are increased by: