Joint Liabilities Sample Clauses

Joint Liabilities. 19.1 Where there are two or more persons to this Agreement as Hirers their liabilities under this Agreement and under any Hiring Arrangement are joint and several.
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Joint Liabilities. The liability of the Founders, Founder Holdcos and the Founder Investment Entities under this Agreement shall be joint and several, while the liability of Youon Parties and any Founder, Founder Holdco or Founder Investment Entity shall be several and not joint.
Joint Liabilities. Notwithstanding the provisions of Sections 1 ------------------ and 2 above, if a matter arises that is partly Seller's responsibility under Section 1 and partly Purchaser's responsibility under Section 2, Seller and Purchaser shall apportion liability on an equitable basis considering all the facts and circumstances, including but not limited to the relative contribution of each party to the matter and the amount of time each has operated the Asset in question (to the extent relevant). If, after considering all the facts and circumstances with respect to whether a Release of a Material of Environmental Concern has contaminated the soil or groundwater of the Real Property before or after the date hereof or before or after November 30, 1987, there remains a scientific dispute which cannot be resolved with reasonable certainty, liability shall be allocated based on the number of years of ownership of the affected Real Property by Seller on the one hand, and by Purchaser or Xxxxxx, Inc., on the other hand, through the date of the claim with respect thereto.
Joint Liabilities. In view of the cessation of your employee status, the Corporation undertakes to use commercially reasonable efforts (up to re-establishment of commercial relationships, where not unreasonable to do so) to extricate you (Sxxxx Xxxxxxx) from all guaranties for or positions of joint contractual liability for Corporation commercial obligations (e.g., credit cards, real estate leases, etc.) within 3 months after the signing of this letter agreement.
Joint Liabilities. Dragon Parent and the Seller shall jointly and severally honor the obligations arising from, or in connection with this Agreement, and ensure that the obligations of Dragon Parent, the Seller and their Affiliates can be duly and properly performed in accordance with the terms hereof.
Joint Liabilities. No Participant shall, in the first instance, be liable under this Agreement for the obligations of any other Participant or for the obligations of NCPA incurred on behalf of other Participants. Each Participant shall be solely responsible and liable for performance of its obligations under this Agreement, except as otherwise provided for herein. The obligation of each Participant under this Agreement is a several obligation and not a joint obligation with those of the other Participants. Notwithstanding the foregoing, the Participants acknowledge that any debts or obligations incurred by NCPA under this Agreement on behalf of any of them shall be borne solely by such Participants, and not by non‐Participant Members of NCPA, pursuant to Article IV, Section 3(b) of the Joint Powers Agreement. Notwithstanding the provisions of the Joint Powers Agreement and the general nature of the severability of liabilities in this Agreement, the Participants agree that, if a Participant defaults under this Agreement, the non‐defaulting Participants will be jointly liable for the obligations of such defaulting Participant in proportion to each non‐defaulting Participant’s share of the total cost of all outstanding Eligible Gas Purchases entered into by all non‐defaulting Participants during the five (5) years prior to the date of the default, unless and until NCPA is able to fully recover from the defaulting Participant. Provided, however, that any non‐defaulting Participant with no outstanding Eligible Gas Purchases for the five (5) years prior the date of the default shall nonetheless have an obligation equal to one‐half (1/2) that of the non‐defaulting Participant with the lowest outstanding Eligible Gas Purchases during such five (5) year period, and that if no non‐defaulting Participant has outstanding Eligible Gas Purchases during such five (5) year period, then each non‐defaulting Participant shall share the obligation equally. In the event that the date of default occurs within the first five (5) years of the term of this Agreement, then such five (5) year period shall be shortened to include the time from the effective date of this Agreement until the date of the default.
Joint Liabilities. Notwithstanding the provisions of the Joint Powers Agreement and the general nature of the liabilities in this Agreement as several, the Participants agree that, if a Participant defaults under this Agreement, the non-defaulting Participants will be jointly liable for the obligations of such defaulting Participant in proportion to each non- defaulting Participant’s share of the total cost of all outstanding Contract Transactions entered into by all non-defaulting Participants during the five
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Related to Joint Liabilities

  • 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.

  • 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.

  • Current Liabilities Current Liabilities means the aggregate amount of all current liabilities as determined in accordance with GAAP, but in any event shall include all liabilities except those having a maturity date which is more than one year from the date as of which such computation is being made.

  • Default Liabilities 6.1 The Parties agree and acknowledge that, if any Party (hereinafter the “Defaulting Party”) commits material breach of any provision hereof, or materially fails to perform or delays in performing any obligation hereunder, such breach or failure or delay shall constitute a default under this Agreement (hereinafter a “Default”), then any non-defaulting Party shall be entitled to demand the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within 10 working days following the written notice issued by the non-defaulting Party and the rectification requirement, the non-defaulting Party shall be entitled to decide to, at its discretion:

  • Product Liabilities There are no product recalls, trade disputes, product liabilities or product tampering claims now pending, threatened against or made by or affecting the Company or any of its directors, officers or employees or the businesses, assets or rights of the Company.

  • Litigation and Contingent Liabilities No litigation (including derivative actions), arbitration proceeding or governmental investigation or proceeding is pending or, to the Company’s knowledge, threatened against any Loan Party which might reasonably be expected to have a Material Adverse Effect, except as set forth in Schedule 9.6. Other than any liability incident to such litigation or proceedings, no Loan Party has any material contingent liabilities not listed on Schedule 9.6 or permitted by Section 11.1.

  • No Contingent Liabilities There are no known contingent liabilities of the Funds not disclosed and there are no legal, administrative or other proceedings pending, or to the knowledge of the Acquired Fund threatened, against the Acquired Fund or to the knowledge of the Acquiring Fund threatened against the Acquiring Fund which would materially affect its financial condition.

  • ERISA Liabilities The Borrower shall not, and shall cause each of its ERISA Affiliates not to, (i) permit the assets of any of their respective Plans to be less than the amount necessary to provide all accrued benefits under such Plans, or (ii) enter into any Multiemployer Plan.

  • Off-Balance Sheet Liabilities The Indebtedness of any Person shall include the Indebtedness of any partnership or joint venture in which such Person is a general partner or a joint venturer, except to the extent that the terms of such Indebtedness provide that such Person is not liable therefor.

  • Independent Liability Each Borrower hereby agrees that one or more successive or concurrent actions may be brought hereon against such Borrower, in the same action in which any other Borrower may be sued or in separate actions, as often as deemed advisable by Agent. Each Borrower is fully aware of the financial condition of each other Borrower and is executing and delivering this Agreement based solely upon its own independent investigation of all matters pertinent hereto, and such Borrower is not relying in any manner upon any representation or statement of the Agent or any Lender with respect thereto. Each Borrower represents and warrants that it is in a position to obtain, and each Borrower hereby assumes full responsibility for obtaining, any additional information concerning any other Borrower’s financial condition and any other matter pertinent hereto as such Borrower may desire, and such Borrower is not relying upon or expecting the Agent to furnish to it any information now or hereafter in the Agent’s possession concerning the same or any other matter.

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