Responsibility for Representations Sample Clauses

The 'Responsibility for Representations' clause defines which party is accountable for the accuracy and truthfulness of statements or assurances made within a contract. Typically, this clause clarifies that each party is responsible for the representations and warranties they provide, and may require parties to confirm that all information they have supplied is correct and not misleading. Its core function is to allocate risk by ensuring that if a representation proves false or inaccurate, the responsible party may be liable for any resulting damages or consequences, thereby promoting honesty and transparency in contractual dealings.
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Responsibility for Representations. Company acknowledges and agrees that in rendering its services as agreed hereunder, Advisor will be using and relying on the information (and information available from public sources and other sources deemed to be reliable) without independent verification thereof and without independent appraisal of any of Company's assets. Advisor does not assume responsibility for the accuracy or completeness of the information. Any advice rendered by Advisor pursuant to this Agreement may not be disclosed publicly without Company's prior written consent.
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Responsibility for Representations. As between CMGI and NaviSite, any liability arising from a breach of any representation in Article III of the Purchase Agreement relating to CMGI shall be the responsibility of CMGI.
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Responsibility for Representations. Company acknowledges and agrees that in rendering its services as agreed hereunder, Advisors will be using and relying on the information (and information available from public sources and other sources deemed to be reliable) without independent verification thereof and without independent appraisal of any of Company's assets. Advisors do not assume responsibility for the accuracy or completeness of the information. Any advice rendered by Advisors pursuant to this Agreement may not be disclosed publicly without Company's prior written consent.
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Responsibility for Representations. The Company acknowledges and agrees that in rendering its services as agreed hereunder, the Project Manager will be using and relying on the Information (and information available from public sources and other sources deemed to be reliable) without independent verification thereof and without independent appraisal of any of the Company's assets. The Project Manager does not assume responsibility for the accuracy or completeness of the Information or any other information regarding the Company the financing the transaction or the Investment Funds. Any advice rendered by the Project Manager pursuant to this agreement may not be disclosed privately or publicly by the Project Manager without the Company's prior written consent.
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Responsibility for Representations. The Company acknowledges that the Consultant will be using and relying on the information (and information available from public sources and other sources deemed to be reliable), without independent verification thereof, and without independent appraisal of any of the Company’s assets. The Consultant does not assume responsibility for the accuracy or completeness of the information. Any advice rendered by the Consultant pursuant to this Agreement may not be disclosed publicly without the Company’s prior written consent.
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Responsibility for Representations. As between CMGI and ---------------------------------- Engage, any liability arising from a breach of any representation in Article IV of the Merger Agreement relating to CMGI shall be the responsibility of CMGI and any liability arising from a breach of any representation in Article IV relating to Engage shall be the responsibility of Engage.
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Related to Responsibility for Representations

  • No Responsibility for Representations The Warrant Agent shall not be responsible for any of the recitals or representations herein or in the Warrant Certificates (except as to the Warrant Agent’s countersignature thereon), all of which are made solely by the Company.

  • Responsibility for Use (a) The Company alone will be responsible for furnishing, or arranging for a third party to furnish, all data and information required by the Documentation and the specifications therein for the Licensed System to function and perform in accordance with the Documentation, other than the data and information residing in the Licensed System in connection with BNYM’s performance of the Core Services. BNYM shall have no liability or responsibility for any Loss caused in whole or in part by the Company’s or a Permitted User’s exercise of the Licensed Rights or use of the Licensed System or by data or information of any nature inputted into the Licensed System by or under the direction or authorization of Company or a Permitted User; provided, however, this Section 2.5 shall not relieve BNYM of its obligation to act in accordance with its obligations under the Main Agreement. Company shall be responsible and solely liable for the cost or expense of regenerating any output or other remedial action if the Company, a Permitted User or an agent of either shall have failed to transmit properly and in the correct format any data or information, shall have transmitted erroneous or incorrect information or data, or shall have failed to timely verify or reconcile any such data or information when it is generated by the Licensed System (“Data Faults”).

  • Joint Representations Each party represents and warrants, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (A) It is a corporation, partnership, trust, or other entity duly organized and validly existing in good standing under the laws of the jurisdiction in which it is organized. (B) To the extent required by Applicable Law (defined below), it is duly registered with all appropriate regulatory agencies or self-regulatory organizations and such registration will remain in full force and effect for the duration of this Agreement. (C) For the duties and responsibilities under this Agreement, it is currently and will continue to abide by all applicable federal and state laws, including, without limitation, federal and state securities laws; regulations, rules, and interpretations of the SEC and its authorized regulatory agencies and organizations, including FINRA; and all other self-regulatory organizations governing the transactions contemplated under this Agreement (collectively, “Applicable Law”). (D) It has duly authorized the execution and delivery of this Agreement and the performance of the transactions, duties, and responsibilities contemplated by this Agreement. (E) This Agreement constitutes a legal obligation of the party, subject to bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting the rights and remedies of creditors and secured parties. (F) Whenever, in the course of performing its duties under this Agreement, it determines that a violation of Applicable Law has occurred, or that, to its knowledge, a possible violation of Applicable Law may have occurred, or with the passage of time could occur, it shall promptly notify the other party of such violation.

  • Responsibility for Content Vendor is solely responsible for administration, content, intellectual property rights, and all materials at Vendor’s website. DIR reserves the right to require a change of listed content if, in the opinion of DIR, it does not adequately represent the Contract.

  • Basic Representations Section 3(a) of the Agreement is hereby amended by the deletion of “and” at the end of Section 3(a)(iv); the substitution of a semicolon for the period at the end of Section 3(a)(v) and the addition of Sections 3(a)(vi), as follows: