Common use of Liability Clause in Contracts

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.

Appears in 723 contracts

Sources: Convertible Note Purchase Agreement (Real Messenger Corp), Securities Escrow Agreement (Calisa Acquisition Corp), Share Escrow Agreement (Indigo Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud or its own willful misconduct.

Appears in 161 contracts

Sources: Share Escrow Agreement (Quantumsphere Acquisition Corp), Share Escrow Agreement (Quantumsphere Acquisition Corp), Share Escrow Agreement (Pelican Acquisition Corp)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud or its own willful misconduct.

Appears in 21 contracts

Sources: Stock Escrow Agreement (Keen Vision Acquisition Corp.), Stock Escrow Agreement (Trailblazer Merger Corp I), Stock Escrow Agreement (Keen Vision Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.

Appears in 18 contracts

Sources: Stock Escrow Agreement, Securities Escrow Agreement (GP Investments Acquisition Corp.), Securities Escrow Agreement (GP Investments Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrarycon-trary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.

Appears in 11 contracts

Sources: Stock Escrow Agreement (Global Alternative Asset Management, Inc.), Founder Warrant Escrow Agreement (Green Energy Acquisition CORP), Stock Escrow Agreement (China Fortune Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for resulting from the breach of any provision of this Agreement or its own gross negligence or its own willful misconduct.

Appears in 6 contracts

Sources: Stock Escrow Agreement (Restaurant Acquisition Partners, Inc.), Stock Escrow Agreement (Restaurant Acquisition Partners, Inc.), Stock Escrow Agreement (Restaurant Acquisition Partners, Inc.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, gross negligence or its own willful misconduct.

Appears in 5 contracts

Sources: Share Escrow Agreement, Share Escrow Agreement (Bison Capital Acquisition Corp.), Share Escrow Agreement (Bison Capital Acquisition Corp)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.

Appears in 5 contracts

Sources: Stock Escrow Agreement (Global Defense & National Security Systems, Inc.), Stock Escrow Agreement (Global Defense & National Security Systems, Inc.), Stock Escrow Agreement (Global Defense & National Security Systems, Inc.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconductmisconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision).

Appears in 4 contracts

Sources: Stock Escrow Agreement (Mount Rainier Acquisition Corp.), Stock Escrow Agreement (Mount Rainier Acquisition Corp.), Stock Escrow Agreement (Mount Rainier Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud, or its own willful misconduct.

Appears in 4 contracts

Sources: Escrow Agreement (SC Health Corp), Escrow Agreement (SC Health Corp), Escrow Agreement (Pure Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconductactual fraud.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Apollo Investment Fund Iv Lp), Securities Purchase Agreement (Harbinger Capital Partners Master Fund I, Ltd.), Escrow Agreement (Harbinger Capital Partners Master Fund I, Ltd.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or negligence, its own willful misconductmisconduct or its bad faith.

Appears in 2 contracts

Sources: Stock Escrow Agreement (Taliera CORP), Stock Escrow Agreement (Taliera CORP)

Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith or its own willful misconduct.

Appears in 2 contracts

Sources: Settlement Agreement (TNS Inc), Mortgage (Naco Industries Inc)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.

Appears in 2 contracts

Sources: Stock Escrow Agreement (Echo Healthcare Acquisition Corp.), Stock Escrow Agreement (Echo Healthcare Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconductmisconduct or bad faith.

Appears in 2 contracts

Sources: Escrow Agreement (EHL Holdings LLC), Stock Escrow Agreement (Seanergy Maritime Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, gross negligence or its own willful misconduct.

Appears in 2 contracts

Sources: Share Escrow Agreement (EVO Transportation & Energy Services, Inc.), Stock Escrow Agreement (Barington/Hilco Acquisition Corp.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, its own gross negligence or its own willful misconduct.

Appears in 1 contract

Sources: Sponsor Warrant Purchase Agreement (Sidhu Special Purpose Capital Corp.)

Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything --------- which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith or its own willful misconduct.

Appears in 1 contract

Sources: Escrow Agreement (Stein Avy H)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud, or its own willful misconduct.

Appears in 1 contract

Sources: Share Consideration Escrow Agreement (Banzai International, Inc.)

Liability. Notwithstanding anything herein to the contrary, the --------- Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.

Appears in 1 contract

Sources: Stock Escrow Agreement (FutureFuel Corp.)

Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence or its own negligence, willful misconduct, bad faith or fraud.

Appears in 1 contract

Sources: Stock Purchase Agreement (TELUS International (Cda) Inc.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved liable for anything which he may do or refrain from liability hereunder doing in connection herewith, except for its his own gross negligence negligence, bad faith or its own willful misconduct.

Appears in 1 contract

Sources: Escrow Agreement (Kleangas Energy Technologies, Inc.)

Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything that it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith, or its own willful misconduct.

Appears in 1 contract

Sources: Escrow and Contribution Agreement (Alldigital Holdings, Inc.)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, bad faith or its own willful misconduct.

Appears in 1 contract

Sources: Stock Escrow Agreement (Sterling Gold Corp)

Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for resulting from its breach of any provision of this Agreement or its own gross negligence or its own willful misconduct.

Appears in 1 contract

Sources: Stock Escrow Agreement (Cold Spring Capital Inc.)

Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith, willful misconduct or its own willful misconductfraud.

Appears in 1 contract

Sources: Merger Agreement (Mgi Pharma Inc)