Circumstances Excluding Liability Sample Clauses

Circumstances Excluding Liability. 1. As a circumstance excluding liability shall be deemed any obstacle arising independently of the will of the obligor and preventing the obligor from fulfilling its obligations, unless it can be reasonably assumed that the obligor could avert or overcome such an obstacle or its impacts, and also that the obligor could foresee the occurrence of the obstacle at the time when its contractual obligation arose.
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Circumstances Excluding Liability. A Party shall not be liable for any default in the fulfilment of this Agreement if such default was caused by a force majeure (including events such as fire, flood, earthquake, hurricane and similar acts of nature or war, civil unrest, invasion, revolution, rebellion, terrorist attack, blockade, embargo, industrial action, epidemic or pandemic which preclude such Party’s ability to fulfil this Agreement or cause any default therein) which occurs independently of the Party’s will and the occurrence of which could not have been prevented by such Party. The Party which has been unable to fulfil its obligations for the reasons set out in the preceding point shall be obliged to provide the second Party with evidence proving that it has taken all available measures to minimise any negative effects on the fulfilment of the Agreement and that the performance of its obligations arising from this Agreement cannot be justly required. The Party shall also take any measures to continue the performance of this Agreement as soon as the obstruction has terminated. The Party unable to perform for reasons of force majeure shall inform the other Party without undue delay in writing within 15 days of the commencement of circumstances excluding liability or immediately after it becomes aware of them. The Parties shall engage in negotiations to resolve the situation. Should the Parties fail to reach an agreement and the performance be delayed by force majeure for a period of more than 6 months, the other Party shall be entitled to withdraw from the Agreement.
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Circumstances Excluding Liability. 1. For circumstances excluding liability is taken an obstacle which had arisen independently on the will of liable party and which prevents it to duly fulfil the obligations, if cannot be reasonably assumed that the liable party could avert or overcome this obstacle or its consequences avert or overcome and also that it had foreseen such obstacle when signing the contract.
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Circumstances Excluding Liability. 6.1 The liability of the Parties in the event of their failure to fulfil their obligations hereunder shall partially or fully cease to exist if the relevant failure to perform is caused by the force majeure. If the force majeure continues for a period not exceeding 90 calendar days, the Parties shall be obliged to fulfil their obligations arising from this agreement as soon as the force majeure effects cease to apply. The Parties shall be obliged to postpone the date of delivery as well as any other terms and deadlines for the period after the force majeure ceases to apply.
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Circumstances Excluding Liability. 30.1 In case that the Contractor is prevented from fulfilment of its obligations under this Contract by circumstances which it considers as circumstances excluding responsibility pursuant to Sec. 2913/2 of the Civil Code, it shall be obliged to notify in writing the Employer thereof without unnecessary delay, latest however, within three
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Circumstances Excluding Liability. 11.1 Circumstances excluding liability mean according to the Parties unforeseen and likewise unavoidable events at the signing of the Agreement, for example, Force Majeure.
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Circumstances Excluding Liability. 15.1.1.Neither Party will be considered in default with the fulfilment of their obligations resulting from the Contract due an event excluding liability, if such event makes the fulfilment of the obligations of that Party resulting from the Contract impossible or substantially affects it. The immediately preceding sentence of this Article will only apply for the duration of the existence of such event excluding liability or for the duration of its consequences, and only in relation to the Party’s obligation or obligations directly or immediately affected by such event.
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Related to Circumstances Excluding Liability

  • Continuing Liability The termination of this Agreement for any reason shall not release either Party from any liability, obligation or agreement which has already accrued at the time of termination. Termination of this Agreement for any reason shall not constitute a waiver or release of, or otherwise be deemed to prejudice or adversely affect, any rights, remedies or claims, whether for damages or otherwise, which a Party may have hereunder, at law or otherwise, or which may arise out of or in connection with such termination.

  • Joint Liability Each representation, warranty, covenant and agreement made by Parent or Merger Sub in this Agreement shall be deemed a representation, warranty, covenant and agreement made by Parent and Merger Sub jointly and all liability and obligations relating thereto shall be deemed a joint liability and obligation of Parent and Merger Sub.

  • Overdraft Liability The following actions may be taken by us if we receive a draft or other item drawn against your account and there are insufficient funds based on the available balance in your account to cover the draft or item: • Cover the draft or item in accordance with the terms of any written overdraft plan that you have established with us. • Pay the draft or item and create an overdraft to your account. Any negative balance on your account is immediately due and payable, unless we agree otherwise in writing. We may place a hold on balances in any other account you have with us until the overdraft is paid or we may set-off the amount of the overdraft against any of your other accounts in accordance with the terms of this agreement, unless prohibited by applicable law. • Return the draft or item unpaid. We may, at our option and without notice to you, refuse to pay any draft or item if it would create an overdraft, even though we may have previously established a pattern of honoring such drafts or items. We have no obligation to notify you before we decide to either pay a draft or item that creates an overdraft or to dishonor a draft or item that is drawn against insufficient available funds. Drafts or other transfers or payment orders that are drawn against insufficient funds may be subject to a service charge set forth in the Fee Schedule. National Automated Clearing House Association (NACHA) Rules allow Originating Depository Financial Institutions to reinitiate/resubmit an ACH debit returned due to NSF or uncollected funds up to two times. If the same draft or other transfer or payment order is submitted a second time, and there are insufficient funds in the account, it may be returned unpaid a second time with a fee assessed on the same item a second time. If we pay a draft or item against insufficient available funds or an overdraft is otherwise created on the account, you agree to pay any overdraft immediately. You agree to reimburse us for the cost and expenses we incur in recovering the overdraft from you, including our reasonable attorney’s fees and court costs.

  • Contingent liability Where we effect or arrange a Transaction, you should note that, depending upon the nature of the Transaction, you may be liable to make further payments when the Transaction fails to be completed or upon the earlier settlement or closing out of your position. You may be required to make further variable payments by way of margin against the purchase price of the investment, instead of paying (or receiving) the whole purchase (or sale) price immediately. The movement in the market price of your investment will affect the amount of margin payment you will be required to make. You need to monitor your margin levels on a daily basis. Margin call You agree to pay us on demand such sums by way of margin as are required from time to time as we may in our discretion reasonably require for the purpose of protecting ourselves against loss or risk of loss on present, future or contemplated Transactions under this Agreement. Failure to meet margin call Please note that in the event that you fail to meet a margin call, we may immediately close out the position. Form of margin Margin must be paid in cash in currency acceptable by us, as requested from time to time by the Company. Cash Margin paid to us is held as client money in accordance with the requirements of the Client Money Rules. Margin deposits shall be made by wire transfer, credit card, e-wallet or by such other means as The Company may direct. Set-off on default If there is an Event of Default or this Agreement terminates, we shall set-off the balance of cash margin owed by us to you against your obligations (as reasonably valued by us). The net amount, if any, payable between us following such set-off, shall take into account the Liquidation Amount payable under Clause 15 (Netting). Further assurance You agree to execute such further documents and to take such further steps as we may reasonably require perfecting our security interest over and obtain legal title to the Secured Obligations. Negative pledge You undertake neither to create nor to have outstanding any security interest whatsoever over, nor to agree to assign or transfer, any of the cash margin transferred to us, except a lien routinely imposed on all securities in a clearing system in which such securities may be held. General lien In addition, and without prejudice to any rights to which we may be entitled under this Agreement or any Applicable Regulations, we shall have a general lien on all cash held by us or our Associates or our nominees on your behalf until the satisfaction of the Secured Obligations.

  • Watercraft Liability 1. Coverages E and F do not apply to any "water- craft liability" if, at the time of an "occurrence", the involved watercraft is being:

  • Aircraft Liability (Additional requirement applicable for aerial photograph or contract involving any use of aircraft.)

  • Policy Obligations Contractor’s indemnity and other obligations shall not be limited by the foregoing insurance requirements.

  • Joint Obligations A. The University and the student share the responsibility for ensuring the quality of life within the residence halls, their maintenance, furnishings and facilities, and for a physical environment secure from fire and other hazards. The University will work with students to promote effective security of persons and property in the residence halls.

  • Indemnity Obligations An Indemnified Party seeking indemnification under this Agreement must notify Customer promptly of any event requiring indemnification. However, an Indemnified Party’s failure to notify will not relieve Customer from its indemnification obligations, except to the extent that the failure to notify materially prejudices Customer. Customer may assume the defense of any proceeding requiring indemnification unless assuming the defense would result in potential conflicting interests as determined by the Indemnified Party in good faith. An Indemnified Party may, at Customer’s expense, defend itself until Customer’s counsel has initiated a defense of the Indemnified Party. Even after Customer assumes the defense, the Indemnified Party may participate in any proceeding using counsel of its own choice and at its own expense. Customer may not settle any proceeding related to this Agreement unless the settlement also includes an unconditional release of liability for all Indemnified Parties. Customer’s indemnification obligations are not the sole remedy for Customer’s breach of this Agreement and are in addition to any other remedies available. Customer’s indemnification obligations hereunder are not an Indemnified Party’s sole remedy for events giving rise to indemnity by Customer hereunder, and are in addition to any other remedies an Indemnified Party may have against Customer under this Agreement.

  • Contingent Liabilities Assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any person or entity, except by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Company’s business.

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