RISKS AND DUTIES Clause Samples

The "Risks and Duties" clause defines the allocation of responsibilities and potential liabilities between the parties involved in an agreement. It typically outlines which party is responsible for certain actions, obligations, or potential losses that may arise during the execution of the contract. For example, it may specify who bears the risk of damage to goods during shipping or who is responsible for complying with specific regulations. The core function of this clause is to ensure clarity regarding each party's obligations and to allocate risk in a manner that prevents disputes and misunderstandings.
RISKS AND DUTIES. Except for loss caused exclusively by Our gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement or the Account Agreement, You assume all risk of loss due to the use of The Services, including, without limitation, the risk of Third Party fraud and internal fraud of the Depositor. You further agree that You will notify Us immediately: a) of any suspected or actual misuse or unauthorized use of the PAC, PIW, PIN, or Passcode; b) if the PAC, PIW, PIN, or Passcode becomes known to anyone other than You; or c) if You receive Notification of any Transaction affecting the Account that alerts You of Account activity that was not authorized by You. You will change the PAC, PIW, PIN, or Passcode if either of the notification requirements above in a) or b) arises. You acknowledge that You are responsible for all use made of the PAC, PIW, PIN, or Passcode and that We are not liable for Your failure to comply with any part of this Agreement. You are liable for all authorized and unauthorized use, including all Transactions. You are also liable for all fraudulent or worthless deposits made into the Account. Without limiting the generality of the foregoing, You expressly acknowledge and agree that You shall be bound by and liable for any use of the PAC, PIW, PIN, or Passcode by a member of Your or a Signing Officer’s, Delegate’s, or Non Signer’s household whether authorized by You or not. You acknowledge that You are liable for all transfers authorized by any Signing Officer to linked accounts. You bear all risk for all such Transactions. Where You know of facts that give rise or ought to give rise to suspicion that any Transactions, instructions in respect of the Account, or Instruments deposited to the Account are fraudulent, unauthorized, counterfeit, or induced through or in any way tainted by fraud or unlawful conduct, or otherwise likely to be returned to Us or found invalid for any reason, You have a duty to make reasonable inquiries of proper parties into such Transactions, instructions, or Instruments, as the case may be, to determine whether they are valid authorized Transactions, instructions, or Instruments, as the case may be, before negotiating or, alternatively, accessing any funds derived from such Transactions, instructions, or Instruments, and to disclose to the Financial Institution Your suspicion and the facts upon which Your suspicion is based (“Suspicious Circumstances”). The Financial Ins...
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RISKS AND DUTIES. Except for loss caused exclusively by the Financial Institution’s gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement, the Depositor assumes all risk of loss due to the use of the Account, including, without limitation, the risk of Third Party fraud. The Depositor further agrees that it will notify the Financial Institution immediately: a) of any suspected or actual misuse or unauthorized use of the PAC, PIN, and/or PIW, or b) if the PAC, PIN, and/or PIW becomes known to anyone other than the Authorized User(s), and c) if the Depositor receives Notification of any Transaction affecting the Account that alerts the Depositor of Account activity that was not authorized by them. The Depositor or the Authorized User, as applicable, will change the PAC, PIN, and/or PIW if either of the notification requirements above in a) or b) arises. The Depositor acknowledges that the Depositor is responsible for all use made of the PAC, PIN, and/or PIW and that the Financial Institution is not liable for the Depositor’s failure to comply with any part of this Agreement. The Depositor is liable for all authorized and unauthorized use, including all Transactions. The Depositor is also liable for all fraudulent or worthless deposits made into the Account. Without limiting the generality of the foregoing, the Depositor expressly acknowledges and agrees that the Depositor shall be bound by and liable for any use of the PAC, PIN, and/or PIW by a member of any Authorized User’s household. The Financial Institution will not be liable to the Depositor for any action or failure to act of a Merchant or refusal by a Merchant to honour the Debit Card, whether or not such failure or refusal is the result of any error or malfunction of a device used to authorize the use of the Debit Card for a Point-of-Sale Transaction. Except for direct losses, subject to the restrictions in this Agreement, resulting from circumstances beyond the Depositor’s control such as technical problems and unauthorized use of the Debit Card and PIN, the Financial Institution will not be liable for any loss, damage, or injury arising from the use of ATMs or Point-of-Sale terminals or from any mechanical or operational failure of any such devices, and the Depositor releases the Financial Institution from liability for any such loss, damage, or injury. In the event of alteration of the Account balance due to technical problems, card issuer errors, and sy...
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RISKS AND DUTIES. Except for loss caused exclusively by Alterna's gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement or the Account Agreement, the member assumes all risk of loss due to the use of the Services, including, without limitation, the risk of Third Party fraud and internal fraud of the member. The member further agrees that they will notify Alterna immediately: a. of any suspected or actual misuse or unauthorized use of the PAC and/or PIW; or b. if the PAC and/or PIW becomes known to anyone other than the member; and c. if the member receives Notification of any Transaction affecting the Account that alerts the member of Account activity that was not authorized by them. The member will change the PAC and/or PIW if either of the notification requirements above in a) or b) arises. The notification requirement above in b) does not apply if the member or Signing Officer has disclosed the PAC to a Third Party for a personal financial management service similar to that described in article 31, Personal Financial Management. The member acknowledges that the member is responsible for all use made of the PAC and/or PIW and that Alterna is not liable for the member's failure to comply with any part of this Agreement. The member is liable for all authorized and unauthorized use, including all Transactions. The member is also liable for all fraudulent or worthless deposits made into the Account. Without limiting the generality of the foregoing, the member expressly acknowledges and agrees that the member shall be bound by and liable for any use of the PAC or PIW by a member of the member's, Signing Officer's, ▇▇▇▇▇▇▇▇'s, or Non Signer's household. The member acknowledges that the member is liable for all transfers authorized by any Signing Officer to linked accounts. The member bears all risk for all such Transactions. Where the member knows of facts that give rise or ought to give rise to suspicion that any Transactions, instructions in respect of the Accounts, or Instruments deposited to the Accounts are fraudulent, unauthorized, counterfeit, or induced through or in any way tainted by fraud or unlawful conduct, or otherwise likely to be returned to Alterna or found invalid for any reason, the member has a duty to make reasonable inquiries of proper parties into such Transactions, instructions, or Instruments, as the case may be, to determine whether they are valid authorized Transactions, instructions, or In...
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RISKS AND DUTIES. Except for loss caused exclusively by the Financial Institution’s gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement, the Depositor assumes all risk of loss due to the use of the Account, including, without limitation, the risk of Third Party fraud. The Depositor further agrees that it will notify the Financial Institution immediately a) of any suspected or actual misuse or unauthorized use of the PAC, PIN, and/or PIW; or b) if the PAC, PIN, and/or PIW becomes known to anyone other than the Authorized User(s); and c) if the Depositor receives Notification of any Transaction affecting the Account that alerts the Depositor of Account activity that was not authorized by them. The Depositor or the Authorized User, as applicable, will change the PAC, PIN, and/or PIW if either of the notification requirements above in a) or b) arises.
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RISKS AND DUTIES. Except for loss caused exclusively by the Financial Institution’s gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement, the Depositor assumes all risk of loss due to the use of the Account, including, without limitation, the risk of Third Party fraud. The Depositor further agrees that they will notify the Financial Institution immediately: a) of any suspected or actual misuse or unauthorized use of the PAC, PIN, and/or PIW, or b) if the PAC, PIN, and/or PIW becomes known to anyone other than the Depositor, and c) if the Depositor receives Notification of any Transaction affecting the Account that alerts the Depositor of Account activity that was not authorized by them. The Depositor will change the PAC, PIN, and/or PIW if either of the notification requirements above in a) or b) arises.
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RISKS AND DUTIES. Except for loss caused exclusively by the Financial Institution’s gross negligence or intentional or wilful misconduct, and subject to the limitations of liability in this Agreement or the Account Agreement, the Depositor assumes all risk of loss due to the use of Direct Services, including without limitation, the risk of Third Party fraud. The Depositor further agrees that they will notify the Financial Institution immediately:
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Related to RISKS AND DUTIES

  • Positions and Duties As of the Effective Date, the Executive will continue to serve as Chief Executive Officer of the Company. The Executive will render such business and professional services in the performance of his duties, consistent with the Executive’s position within the Company, as will reasonably be assigned to him by the Company’s Board of Directors (the “Board”).

  • SCOPE AND DUTIES During the term of this Agreement, NTX will perform the following services for CLIENT:

  • Services and Duties As Administrator, and subject to the supervision and control of the Trustees of each Trust, EIS will hereafter provide facilities, equipment and personnel to carry out the following administrative services for operation of the business and affairs of each Trust and each of its series: (a) Prepare, file and maintain each Trust’s governing documents, including the Declaration of Trust (which has previously been prepared and filed), the By laws, minutes of meetings of Trustees and shareholders, and proxy statements for meetings of shareholders; (b) Prepare and file with the Securities and Exchange Commission and the appropriate state securities authorities the registration statements for each Trust and each Trust’s shares and all amendments thereto, reports to regulatory authorities and shareholders, prospectuses, proxy statements, and such other documents as may be necessary or convenient to enable the Trust to make a continuous offering of its shares; (c) Prepare, negotiate and administer contracts on behalf of each Trust with, among others, each Trust’s distributor, and custodian and transfer agent; (d) Supervise each Trust’s fund accounting agent in the maintenance of each Trust's general ledger and in the preparation of each Trust's financial statements, including oversight of expense accruals and payments and the determination of the net asset value of each Trust's assets and of each Trust’s shares, and of the declaration and payment of dividends and other distributions to shareholders; (e) Calculate performance data of each Trust for dissemination to information services covering the investment company industry; (f) Prepare and file each Trust's tax returns; (g) Examine and review the operations of each Trust's custodian and transfer agent; (h) Coordinate the layout and printing of publicly disseminated prospectuses and reports; (i) Prepare various shareholder reports; (j) Assist with the design, development and operation of new series of each Trust; (k) Coordinate shareholder meetings; (l) Provide general compliance services; and (m) Advise each Trust and its Trustees on matters concerning the Trust and its affairs. The foregoing, along with any additional services that EIS shall agree in writing to perform for each Trust hereunder, shall hereafter be referred to as "Administrative Services." Administrative Services shall not include any duties, functions, or services to be performed for each Trust by such Trust’s investment adviser, distributor, custodian or transfer agent pursuant to their agreements with such Trust.

  • Powers and Duties Each Lender irrevocably authorizes each Agent to take such action on such Lender’s behalf and to exercise such powers, rights and remedies hereunder and under the other Credit Documents as are specifically delegated or granted to such Agent by the terms hereof and thereof, together with such powers, rights and remedies as are reasonably incidental thereto. Each Agent shall have only those duties and responsibilities that are expressly specified herein and the other Credit Documents. Each Agent may exercise such powers, rights and remedies and perform such duties by or through its agents or employees. No Agent shall have, by reason hereof or any of the other Credit Documents, a fiduciary relationship in respect of any Lender; and nothing herein or any of the other Credit Documents, expressed or implied, is intended to or shall be so construed as to impose upon any Agent any obligations in respect hereof or any of the other Credit Documents except as expressly set forth herein or therein.

  • Rights and Duties The Limited Shareholders shall have the following rights, powers, privileges, duties and liabilities: (a) The Limited Shareholders shall have the right to obtain from the Sponsor the reports and information as are set forth in Article IX and the list of Participants contemplated by Section 3.5(a)(i). The foregoing rights are in addition to, and do not limit, other remedies available to Limited Shareholders under U.S. federal or state law. (b) The Limited Shareholders shall receive the share of the distributions provided for in this Trust Agreement in the manner and at the times provided for in this Trust Agreement. (c) Except for the Limited Shareholders’ redemption rights set forth in Article VII hereof, Limited Shareholders shall have the right to demand the return of their capital only upon the dissolution and winding up of the applicable Fund or the Trust and only to the extent of funds available therefore. In no event shall a Limited Shareholder be entitled to demand property other than cash unless the Sponsor, as determined in its sole discretion, has specified property for distribution to all Limited Shareholders. No Limited Shareholder shall have priority over any other Limited Shareholder either as to the return of capital or as to profits, losses or distributions. No Limited Shareholder shall have the right to bring an action for partition against the Trust or a Fund. (d) Limited Shareholders, voting together as a single class, or, if the proposed change affects only certain Funds, of each affected Fund voting separately as a class, may vote to (i) continue the Trust as provided in Section 13.l(a), (ii) approve amendments to this Trust Agreement as set forth in Section 11.1 hereof, and (iii) terminate the Trust as provided in Section 13.1(e). Unless otherwise specified in this Trust Agreement or in Delaware of federal law or regulations of rules on any exchange, any matter upon which the Shareholders vote shall be approved by the affirmative vote of Limited Shareholders holding Limited Shares representing at least a majority (over 50%) of the outstanding Limited Shares of the Trust or a Fund, as the case maybe. Except as expressly provided in this Trust Agreement, the Limited Shareholders shall have no voting or other rights with respect to the Trust or any Fund.