CPC’S LIABILITY Clause Samples

CPC’S LIABILITY. 16.1 Water Quality (a) Further to clauses 4.5 and 4.6, the Customer releases CPC to the full extent permitted by law from any liability for any loss or damage suffered by the Customer arising directly or indirectly out of the quality, composition or constituency of the water delivered by CPC or the presence of any chemicals, particles, minerals or other substances in that water. (b) Further to clauses 4.5 and 4.6 the Customer indemnifies CPC to the fullest extent permitted by law against any liability for any loss or damage suffered by any third person arising directly or indirectly out of the quality, composition or constituency of the water delivered by CPC or the presence of any chemicals, particles, minerals or other substances in that water.
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Related to CPC’S LIABILITY

  • Cross-Liability All required liability policies shall provide cross-liability coverage as would be achieve under the standard ISO separation of insureds clause.

  • Company's Liability The Consultant agrees to defend, indemnify, and hold the Company harmless from an against any and all reasonable costs, expenses and liability (including reasonable attorney's fees paid in defense of the Company) which may in any way result pursuant to its gross negligence or willful misconduct or in any connection with any actions taken or statements made, on behalf of the Company, without the prior approval or authorization of the Company or which are otherwise in violation of applicable law.

  • Products Liability (a) Except as set forth in Section 4.25 of the Company Disclosure Letter and for those matters that would not be reasonably expected to result in, individually or in the aggregate, any material liability on the Company or any Company Subsidiary, (i) there is no Action before any Governmental Authority pending, or to the Knowledge of the Company, threatened against the Company or any Company Subsidiary involving any products manufactured, produced, distributed or sold by or on behalf of the Company or any Company Subsidiary (including any parts or components) (collectively, “Products”), or class of claims or lawsuits involving the same or similar Product which is pending or, to the Company’s Knowledge, threatened, resulting from an alleged defect in design, manufacture, materials or workmanship of any Product, or any alleged failure to warn, or from any breach of implied warranties or representations, and (ii) to the Knowledge of the Company, there has not been, within the past three (3) years, any Occurrence. (b) Except as set forth in Section 4.25 of the Company Disclosure Letter and for those matters that would not be reasonably expected to result in, individually or in the aggregate, any material liability on the Company or any Company Subsidiary, to the Company’s Knowledge, each Product manufactured, sold, leased, or delivered by the Company and any Company Subsidiary has been in conformity in all material respects with all applicable material contractual commitments and all applicable material express and implied warranties, and neither the Company nor any Company Subsidiary has any liability (and, to the Knowledge of the Company, there is no basis for any present or future proceeding against any of them giving rise to any liability) for replacement or repair thereof or other damages in connection therewith (excluding customary warranty claims with respect to individual defected products). The Company has previously provided Parent with copies of the standard terms and conditions of sale or lease for each Product sold or leased by the Company and any Company Subsidiary (containing applicable guaranty, warranty, and indemnity provisions). (c) Except as set forth in Section 4.25 of the Company Disclosure Letter, the Company and the Company Subsidiaries have no material liability (and, to the Company’s Knowledge, there is no basis for any present or future proceeding against any the Company or any Company Subsidiary giving rise to any material liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of any Product manufactured, sold, leased, or delivered by the Company or any Company Subsidiary.

  • Defects Liability 11.1 In case of a defect, the Seller will, without undue delay and free of charge, make good any defects and/ or deficiencies in its Supplies and Services which were already existent at the time of transfer of risk to the Customer by, at its sole discretion and as the nature of the defect or deficiency would reasonably require,repair or replacement. The Customer has the obligation to inform the Seller of any defect and/ or deficiency without undue delay after detection of the same. 11.2 Should remedy of a defect and/ or deficiency finally fail, the Customer shall – without prejudice to claim damages – be entitled to terminate the Contract or ask for an equitable adjustment of the Contact price. Except as otherwise provided in the Contract, a remedy shall be deemed to have finally failed after the third unsuccessful attempt by the Seller to rectify the defect and/or deficiency. 11.3 Defect liability claims shall become statute-barred after a period of 12 months, counted from the date of completion of the concerned Supplies and/or Services (“Defect Liability Period”). In case and where a longer Defect Liability Period is mandatory as per applicable law, the Defect Liability Period mentioned in the preceding sentence shall be replaced by such mandatory longer period. If any part of the Supplies and Services has to be repaired or replaced during the Defect Liability Period, the Defect Liability Period for the relevant part of the Supplies and Services shall begin for another period of 12 months, however, provided that the Defect Liability Period shall not be (further) extended beyond 24 months from the from the date of completion of the concerned Supplies and/ or Services. 11.4 The Seller shall not be liable for any damage / defect occurring after transfer of risk to the Customer being a result of careless usage, inappropriate consumables/ fuels, defective and/ or deficient civil works, inappropriate ground conditions or special outside influences which are not specifically provided for in the Contract. Should the Customer or any third party perform improper maintenance works or effect any changes to the Supplies and Services the consequences thereof shall not be covered under subject defect liability obligations of the Seller. 11.5 The Seller shall not be liable for normal wear and tear. Wear-parts are excluded from any defect liability, except in case the Customer provides proof that the damage or defect is not caused by normal wear and tear. 11.6 Any further liability for defect liability claims is – as far as permissible by applicable law – excluded.

  • Seller’s Liability THE COMPANY’S TOTAL LIABILITY TO THE CUSTOMER IN CONTRACT, TORT (INCLUDING CLAIMS FOR NEGLIGENCE OR BREACH OF STATUTORY DUTY) MISREPRESENTATION, RESTITUTION OR OTHERWISE ARISING IN CONNECTION WITH THE PERFORMANCE OR CONTEMPLATED PERFORMANCE OF THE CONTRACT SHALL IN ALL CIRCUMSTANCES BE LIMITED TO THE GREATER OF (i) US$5,000 OR (ii) THE CONSIDERATION FOR THE SERVICES PAYABLE EACH CALENDAR YEAR UNDER THE CONTRACT THAT ARE SUBJECT TO THE CLAIM. UNDER NO CIRCUMSTANCE SHALL COMPANY’S LIABILITY EVER EXCEED ITS PROPORTIONATE SHARE WHERE MORE THAN ONE PARTY HAS LIABILITY. Save in the case of fraud or fraudulent concealment by the Seller, the Seller shall be under no liability in respect of any claim under the Contract and any such claim shall be wholly barred and unenforceable unless: (i) the Buyer notifies the Seller in detail and in writing of the alleged basis for the claim within two (2) months of the Buyer becoming aware thereof and within one year after the completion of the Services to which the claim relates; and (ii) the Seller is permitted to inspect any and all property with respect to which the Services are claimed to have been defective or to which ▇▇▇▇▇’s claim otherwise relates. The Buyer acknowledges that the above provisions of this Section 10 are reasonable and reflected in the price which would be higher without those provisions and the Buyer will accept such risk and/or insure accordingly. Nothing in these Terms and Conditions limits or excludes the liability of the Seller for: (x) death or personal injury to the extent resulting from the Seller’s negligence; or (y) liability incurred by the Buyer to the extent resulting from fraud or fraudulent misrepresentation by the Seller; or (z) any other matter which may not be limited or excluded by law to the extent arising out of the errors or omissions of Seller.