Liability regime Sample Clauses
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Liability regime. 1. In performing their obligations pursuant to these Conditions, the NBB and the participants shall be bound by a general duty of reasonable care in relation to each other.
2. The NBB shall be liable to its participants in cases of fraud (including but not limited to wilful misconduct) or gross negligence, for any loss arising out of the operation of TARGET-BE. In cases of ordinary negligence, the NBB’s liability shall be limited to the participant’s direct loss, i.e. the amount of the transaction in question and/or the loss of interest thereon, excluding any consequential loss.
3. The NBB shall not be liable for any loss that results from any malfunction or failure in the technical infrastructure (including but not limited to the NBB’s computer infrastructure, programmes, data, applications or networks), if such malfunction or failure arises in spite of the NBB having adopted those measures that are reasonably necessary to protect such infrastructure against malfunction or failure, and to resolve the consequences of such malfunction or failure (the latter including but not limited to initiating and completing the business continuity and contingency procedures referred to in Appendix IV).
4. The NBB shall not be liable:
(a) to the extent that the loss is caused by the participant; or
(b) if the loss arises out of external events beyond the NBB’s reasonable control (force majeure).
5. Notwithstanding the provisions of Book VII “Payment and credit services” of the Belgian Code of Economic law, paragraphs 1 to 4 shall apply to the extent that the NBB’s liability can be excluded.
6. The NBB and the participants shall take all reasonable and practicable steps to mitigate any damage or loss referred to in this Article.
7. In performing some or all of its obligations under these Conditions, the NBB may commission third parties in its own name, particularly telecommunications or other network providers or other entities, if this is necessary to meet the NBB’s obligations or is standard market practice. The NBB’s obligation shall be limited to the due selection and commissioning of any such third parties and the NBB’s liability shall be limited accordingly. For the purposes of this paragraph, the Level 3 NCBs shall not be considered as third parties.
Liability regime. The organizer is liable for damages caused to the tourist due to the total or partial non-fulfilment of the contractually owed services, whether these are performed by him personally or by third party service providers, unless he proves that the event is derived from a fact of the tourist (including initiatives autonomously undertaken by the latter during the execution of the tourist services) or by an unpredictable or inevitable fact by a third party, by circumstances unrelated to the provision of the services provided for in the contract, by chance, by force greater, or from circumstances that the organizer himself could not, according to professional diligence, reasonably foresee or resolve. The compensation referred to in Articles 44, 45 and 47 of the Tourism Code and related limitation periods, are governed by the provisions therein and in any case within the limits established, by the CCV, by the International Conventions governing the services that form the object of the tourist package as well as by articles 1783 and 1784 of the civil code, with the exception of personal injury not subject to a fixed limit.
Liability regime. 30.1 A Contracting State shall compensate any damage as referred to in paragraph 4 when this damage: a. has occurred in the airspace over its territory or under its responsibility according to ICAO rules, and b. has been caused by the fault of any air traffic service provider designated in accordance with Article 12 or that of its agents or any other person acting on its behalf other than the provider whose principal place of operation is located on the territory of the Contracting State concerned. The air traffic service provider mentioned in b) shall hereinafter be referred to as the effective air traffic service provider.
Liability regime. The Parties agree that the Sellers will be individually liable, in proportion to the Shares sold and transferred by each of them, and undertake to indemnify the Buyer, for the full amount of:
(i) any damage, injury, loss, loss of property, debt, hidden liability, liability, claim, obligation, deficiency, fine or penalty, cost or expense which may be suffered by the Buyer or the Company as a result of any breach, inaccuracy, untruthfulness and/or misstatement, or failure of the Sellers to disclose or communicate in relation to any of the Sellers’ Representations and Warranties; of
(ii) any damage or liability, liability or contingency for tax, labour and social security matters or otherwise, whether for claims of a civil, commercial, labour, administrative or any other kind, defect, fact or circumstance against the Buyer or the Company, arising out of any activity, action or omission of the Sellers or the Company occurring prior to the Closing Date, or for actions or omissions which, although occurring after such date, arise out of an action or omission prior thereto, whether known or not to the Buyer (because they have been manifested in the Material Sellers' Representations of by any other means); and of the
(iii) breach of any obligations under this Agreement (hereinafter, any of them, the “Damages”). The following items are excluded from the definition of Damages and, therefore, the Sellers shall not be liable in respect thereof:
(i) Indirect damages, loss of profit, moral or reputational damage;
(ii) damages or claims to the extent they arise out of, or are otherwise attributable to, any change in any legislation or law, published administrative rule, regulatory practice, administrative tax doctrine and/or any change in tax rates subsequent to the Closing Date;
(iii) in those cases in which the liability had its origin in facts, events or actions occurring after the Closing Date, unless they derive from situations, facts or omissions prior to the Closing Date;
(iv) in cases where the Damage is covered by an insurance policy, provided that (i) the Company and/or the Buyer has collected the relevant indemnity within the maximum period provided by applicable law and (ii) the amount of the indemnity covers the full amount of the Damage;
(v) in cases where Damages could be recovered from third parties by way of recovery provided that (i) the Company and/or the Buyer has collected the relevant indemnity within a maximum period of 12 months and (ii) the amoun...
Liability regime. All matters not provided for in this Agreement in connection with the Seller’s liability to the Buyer, shall be subject to the provisions of the Spanish Civil Code.
Liability regime. The Bank shall not be liable for any act, failure or omission in the performance of its obligations under this Agreement, nor for the consequences of such act, failure or omission and shall therefore not be liable to the Participant for any losses, costs, claims or other damages suffered or incurred by the Participant as a consequence of its connection to the System, unless such act, failure or omission was caused by the gross negligence or willful misconduct of the Bank or one of its agents. In the latter case, the Bank shall only indemnify the Participant for its direct damage (at the exclusion of any indirect or consequential damage) up to a maximum amount that shall be determined by the Bank from time to time, provided that the Participant positively demonstrates that the conditions of liability of the Bank are met and addresses a written request to the Bank to this effect within eight (8) calendar days of the occurrence of the act, failure or omission giving rise to such liability.
Liability regime. The liability of each of the Sellers under this Agreement shall be several (mancomunada) and not joint and several (solidaria).
Liability regime. 18.1 Each of the Current Shareholders will be liable only with respect to any breach of its own obligations under this Agreement. Where two or more Current Shareholders are in breach of their obligations under this Agreement, their respective liability shall be several (mancomunada), proportionally to their stake in the Company’s capital. For the avoidance of doubt, in no event a non-breaching Current Shareholder will be liable for a breach by any other Current Shareholder of its obligations under this Agreement.
Liability regime. The Transferors, Corinpa, the Acquirer and PGI shall keep each other harmless and shall indemnify each other for any damages, losses, harm, costs or expenses of any kind (“Damages”), in accordance with the provisions of the Spanish Civil Code regarding the compensation for damages and the relevant case law, whether they arise from claims, actions, obligations, fines, penalties or any other kind of liability whatsoever giving rise to such Damages, which either the Transferors or the Acquirer may actually suffer pursuant to any of the indemnification events described under Clauses 6.1.1 and Clause 6.1.2 below (the “Indemnification Events”), within the limits herein agreed. With regard to the Transferors liability, the sale of the Business has been agreed as a going concern. Therefore, article 1,532 of the Spanish Civil Code shall apply, although this does not prejudice the specific Transferors’ liability regime agreed between the Parties in this Agreement.
Liability regime. The organizer is liable for damages caused to the tourist due to total or partial non-fulfilment of the contractually due services, whether these are carried out by him personally or by third party service providers, unless he proves that the event is derived from an act of the tourist (including initiatives independently undertaken by the latter during the execution of the tourist services) or from an act of a third party of an unforeseeable or unavoidable nature, from circumstances unrelated to the provision of the services provided for in the contract, from fortuitous events, from force majeure, or from circumstances that the organizer himself could not, according to professional diligence, reasonably foresee or resolve. The compensations referred to in articles 44, 45 and 47 of the Tourism Code and the related limitation periods are governed by the provisions therein and in any case within the limits established by the C.C.V, by the International Conventions that regulate the services that form the object of the tourist package as well as by articles 1783 and 1784 of the civil code, with the exception of personal injury not subject to a pre- established limit. The organizer promptly provides any remedy useful for the rescue of the tourist in need according to the criterion of professional diligence with exclusive reference to the obligations incumbent on him by law or contract, without prejudice in any case to the right to compensation for damages in the event that the incorrect fulfillment of the contract is attributable to the latter. The organizer is exempt from liability when the failure or incorrect execution of the contract is attributable to the tourist or is dependent on the action of a third party of an unforeseeable or unavoidable nature, or is caused by a fortuitous event or force majeure. Any failure in the execution of the contract must be contested by the tourist during the use of the service so that the organizer, his local representative or the guide can promptly remedy it. Otherwise, the compensation for damages will be reduced or excluded pursuant to art. 1227 of the Italian Civil Code. Without prejudice to the above obligation, the tourist may also file a complaint by sending a registered letter, with acknowledgement of receipt, to the organizer, no later than ten working days from the date of return to the place of departure. Pursuant to and for the purposes of art. 67 of the Tourism Code, the organizer may propose to the tourist - ...