Liability of Company The Indemnitee agrees that neither the stockholders nor the directors nor any officer, employee, representative or agent of the Company shall be personally liable for the satisfaction of the Company's obligations under this Agreement and the Indemnitee shall look solely to the assets of the Company for satisfaction of any claims hereunder.
No Liability of Others The Administrator’s obligations under this Agreement are corporate obligations. No Person will have recourse, directly or indirectly, against any member, manager, officer, director, employee or agent of the Administrator for the Administrator’s obligations under this Agreement.
Liability of Consultant In furnishing the Company with management advice and other services as herein provided, Consultant shall not be liable to the Company or its creditors for errors of judgment or for anything except malfeasance or gross negligence in the performance of his duties or reckless disregard of the obligations and duties under the terms of this Agreement. It is further understood and agreed that Consultant may rely upon information furnished to it reasonably believed to be accurate and reliable and that, except as set forth herein in the first paragraph of this Section 12, Consultant shall not be accountable for any loss suffered by the Company by reason of the Company's action or non-action on the basis of any advice, recommendation or approval of Consultant. The parties further acknowledge that Consultant undertakes no responsibility for the accuracy of any statements to be made by management contained in press releases or other communications, including, but not limited to, filings with the Securities and Exchange Commission and the National Association of Securities Dealers, Inc.
No Liability of Members All debts, obligations and liabilities of the Company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the Company, and no Member shall be obligated personally for any such debt, obligation or liability of the Company solely by reason of being a Member.
Liability of City CITY’S PAYMENT OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO THE PAYMENT OF THE COMPENSATION PROVIDED FOR IN SECTION 3.3.1, “PAYMENT,” OF THIS AGREEMENT. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL CITY BE LIABLE, REGARDLESS OF WHETHER ANY CLAIM IS BASED ON CONTRACT OR TORT, FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES PERFORMED IN CONNECTION WITH THIS AGREEMENT.
No Liability Bank shall not be responsible or liable for any shortage or discrepancy in, damage to, or loss or destruction of, any goods, the sale or other disposition of which gives rise to an Account, or for any error, act, omission, or delay of any kind occurring in the settlement, failure to settle, collection or failure to collect any Account, or for settling any Account in good faith for less than the full amount thereof, nor shall Bank be deemed to be responsible for any of Borrower’s obligations under any contract or agreement giving rise to an Account. Nothing herein shall, however, relieve Bank from liability for its own gross negligence or willful misconduct.
Liability of the Company The Company shall be liable in accordance herewith only to the extent of the obligations specifically imposed upon and undertaken by the Company herein.
Liability of the Parties 15.1. Each Party is liable for all fines, forfeits, and other losses which the other Party incurs due to violation of the Agreement by the guilty Party. The guilty Party undertakes to reimburse direct damage incurred due to such liability to the affected Party. In all cases, liability of Paysera under the Agreement is limited by the following provisions:
15.1.1. Paysera shall only be liable for direct damages caused by direct and essential breach of the Agreement made by Paysera, and only for damages which could have been foreseen by Paysera at the time of breaching of the Agreement;
15.1.2. The compensation for losses caused by Paysera in case of violation of this Agreement cannot exceed the average of the last 3 (three) months of Commission fees paid by the Client to Paysera for the services provided. This restriction applies to all infringements for that month combined. If the average of 3 (three) months cannot be calculated, then the compensation cannot exceed the limit of 2 000 (two thousand) EUR (an amount equivalent to this amount in other currencies, if the Services are provided in another currency);
15.1.3. In all cases, Paysera will not be responsible for the Client's lost profits and income, loss of reputation, loss or collapse of business, indirect losses;
15.1.4. Paysera's limitations of liability will not apply if such limitations are prohibited by applicable law.
15.2. Paysera does not guarantee uninterrupted operation of the System, as the operation of the System can be affected (disturbed) by many factors beyond Paysera's control. Paysera will try to guarantee the smoothest possible operation of the System, but Paysera will not be responsible for the consequences arising from malfunctions of the System, if such malfunctions are not due to Paysera's fault.
15.3. Due to reasons under Xxxxxxx's control, the System may not work, and Paysera will not provide compensation for this, if the System was available more than 99% (ninety-nine per cent) of the total time, calculated as an average of at least 3 (three) months.
15.4. The cases when Paysera temporarily, but not longer than 24 (twenty-four) hours, limits access to the System due to System repair, improvement works and other similar cases, and if Paysera informs the Client about such cases at least 2 (two) calendar days in advance.
15.5. Paysera is not responsible for:
15.5.1. for debiting and transferring money from the Paysera Account, as well as for other Payment operations with the money in the Client's Paysera Account, if the Client has not protected their Passwords or means of identification and as a result they have become known to other persons, as well as for criminal actions or operations of third parties, made using forged and/or illegal documents or illegally obtained data;
15.5.2. errors and late or missed transactions made by banks, billing systems, and other third parties;
15.5.3. consequences arising due to disturbances of fulfilment of any Paysera obligations caused by a third party which is beyond the control of Paysera;
15.5.4. consequences arising after Paysera legally terminates the Agreement, cancels the Client’s Profile or limits access to it, also after reasonable limitation or termination of provision of a part of the Services;
15.5.5. goods and services purchased using the Paysera Account, and also for the other party, which receives payments from the Paysera Account, not complying with terms of any agreement;
15.5.6. for a failure to fulfil its own contractual obligations and damages, in case it was caused due to Paysera fulfilling duties determined by the law.
15.6. The Client assures that all actions of the Client related to the execution of the Agreement will comply with the applicable law.
15.7. The Client is fully liable for correctness of data, orders, and documents submitted to Paysera.
15.8. If Paysera becomes aware of an unauthorised Payment Transaction, Paysera shall return the amount of the unauthorised Payment Transaction to the Client and, where appropriate, restore the balance of the Account, from which the amount has been debited, to the point before the unauthorised transaction was carried out, except for the cases where Paysera has reasons to suspect fraudulent activity and reports these reasons to the supervisory authority.
15.9. If the User denies authorising a Payment Transaction which has been authorised or states that the Payment Transaction has been executed improperly, Paysera is obliged to prove that the authenticity of the Payment Transaction has been confirmed, it has been registered properly and recorded into accounts, and it has not been affected by any technical or any other glitches.
15.10. The User may incur losses of up to 50 (fifty) EUR (an amount equivalent to this amount in other currencies, if the Services are provided in another currency) as a result of unauthorised Payment transactions, if those losses are incurred due to the use of a lost or stolen Payment Instrument or the unauthorised appropriation of the Payment Instrument.
15.11. If the Client is not a User and/or the Payment transaction is carried out in the currency of a member state to or from a foreign country or in the currency of a foreign country, the Client bears all losses arising from the reasons specified in Clause 15.10 of the Agreement.
15.12. The Client bears any losses incurred due to unauthorised Payment Transactions if the Client has suffered the losses as a result of acting dishonestly or due to their gross negligence or intentionally not fulfilling one or several of the duties indicated below:
15.12.1. to comply with the rules regulating the issuance and usage of the Payment Instrument provided in the present Agreement or its Supplements, when using the Payment Instrument;
15.12.2. if the Client finds out about a loss, theft, illegal misappropriation or unauthorised use of the Payment Instrument, about facts and suspicions that personalised security features of their Payment Instruments have become known to or can be used by third persons, the Client shall notify Paysera or the subject indicated by Paysera immediately, in accordance with the rules regulating the issuance and usage of the Payment Instrument provided in the present Agreement and its Supplements;
15.12.3. to undertake all possible measures to protect the personalised security data of the Payment Instrument after the Payment Instrument has been issued.
15.13. After the Client submits the notice referred to in Clause 14.5 of the Agreement to Paysera with a request to block the Payment Instrument, the Client's losses arising from the lost, stolen or illegally appropriated Payment Instrument shall be borne by Paysera, except in cases where the Client acted dishonestly. The provisions of this clause apply only to the User.
15.14. In case Paysera does not ensure the possibility to immediately notify about a lost, stolen, or illegally misappropriated Payment Instrument, also in the cases where Paysera does not require Strong Customer Authentication, Paysera shall bear the losses incurred due to unauthorised use of the Payment Instrument, except for cases of dishonesty of the Client. Provisions of this clause are applied only to the User.
15.15. The Client shall check information about Payment Transactions performed in the Account at least once a month and notify Paysera about unauthorised or improperly executed Payment Transactions, also about any other errors, inconsistencies, or inaccuracies in the Statement. The notification shall be submitted not later than 60 (sixty) calendar days after the day when Paysera, according to the Client, has performed the unauthorised Payment Transaction or has performed the Payment Transaction improperly. The User shall notify Paysera about an unauthorised or improperly executed Payment Transaction in a currency of a member country to the country of the EU in writing not later than 13 (thirteen) months after the day of debiting money from the payment account. If the Client does not submit the specified notifications within the time period indicated, it is considered that the Client has unconditionally agreed to the Payment Transactions that had been executed on the payment account. The Client shall submit to Paysera any information about illegal logins to the Profile, or other illegal actions related to the Account, and undertake all reasonable measures indicated by Paysera in order to help in investigating the illegal actions.
15.16. The Party is relieved from the liability for failure to comply with the Agreement in case the Party proves that the Agreement has not been executed due to circumstances of force majeure, which are proven in accordance with the procedure established by the law. The Client shall notify Paysera about the force majeure in writing within 10 (ten) calendar days after the day of occurrence of such circumstances. Paysera shall notify the Client about force majeure circumstances via email or through the websites of the System.
Responsibility of Contractor a. Contractor shall be held strictly responsible for the proper performance of all work covered by the Contract Documents, including all work performed by Subcontractors. All work performed under this Contract shall comply in every respect to the rules and regulations of all agencies having jurisdiction over the Project or any part thereof.
b. Contractor shall submit Verified Reports as defined in §§4-336 and 4-343 (c), Group 1, Chapter 4, Part I, Title 24, California Code of Regulations (“CCR”). The duties of the Contractor are as defined in §4-343, Group 1, Chapter 4, Part I, Title 24, of the CCR. Contractor shall keep and make available a copy of Title 24 of the CCR at the job site at all times.
c. Where, because of short supply, any item of fabricated materials and/or equipment, indicated on drawings or specified is unobtainable and it becomes necessary, with the consent of the Project Manager, to substitute equivalent items differing in details or design, the Contractor shall promptly submit complete drawings and details indicating the necessary modifications of the work. This provision shall be governed by the terms of the General Conditions regarding Submittals: Shop Drawings, Cuts and Samples.
d. With respect to work performed at and near a school site, Contractor shall at all times take all appropriate measures to ensure the security and safety of students and staff, including, but not limited to, ensuring that all of Contractor’s employees, Subcontractors, and suppliers entering school property strictly adhere to all applicable District policies and procedures, e.g., sign-in requirements, visitor badges, and access limitations.
Liability of Seller Seller shall be liable in accordance herewith only to the extent of the obligations in this Agreement specifically undertaken by Seller and the representations and warranties of Seller.