Limitation of Company Liability. Anything to the contrary in this Agreement notwithstanding, if the Company Termination Fee Amount shall become due and payable in accordance with Section 8.3(b), from and after such termination and payment of the Company Termination Fee Amount in full pursuant to and in accordance with Section 8.3(b), the Company and its Affiliates and Representatives shall have no further liability of any kind for any reason in connection with this Agreement or the termination contemplated hereby. In no event shall Parent be entitled to more than one payment of the Company Termination Fee Amount in connection with a termination of this Agreement pursuant to which such Company Termination Fee Amount is payable. For the avoidance of doubt, while Parent and Merger Sub may pursue both a grant of specific performance in accordance with Section 9.9 and the payment of the Termination Fee Amount under this Section 8.3, under no circumstances, shall Parent and Merger Sub be permitted or entitled to receive both a grant of specific performance and the Company Termination Fee (if entitled under this Section 8.3).
Limitation of Company Liability. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT OR OTHERWISE, AND EXCEPT FOR BODILY INJURY OR BREACHES OF SECTIONS 8.1 THROUGH 8.6, COMPANY SHALL NOT BE LIABLE OR OBLIGATED WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR UNDER CONTRACT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY AMOUNTS IN EXCESS OF THE AGGREGATE OF FEES PAID OR PAYABLE TO GT BY COMPANY FOR THE PRIVATE LABEL SITE DURING THE NINE MONTHS PRIOR TO THE CAUSE OF ACTION, (II) FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR (III) FOR LOST PROFITS (EXCEPT FOR FEES PAYABLE BY COMPANY TO GT UNDER THIS AGREEMENT). SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO GT.
Limitation of Company Liability. 8.1. The Company shall not provide any guarantees that the Service or its elements may be suitable for specific purposes of use. The Company shall not guarantee and shall not promise any specific results from the use of the Service or its elements. The Service, including all scripts, individual elements and design of the Service, shall be provided "as is".
Limitation of Company Liability. Company will not be liable for any loss, damages or penalty resulting from delay in delivery, including but not limited to, supplier delay, force majeure, act of God, labor unrest, fire, explosion or earthquake. In any such event, the delivery date will be deemed extended for a period equal to the delay. Representatives of Company provide no medical advice or treatment and do not provide healthcare services. IN NO EVENT SHALL COMPANY OR ITS SUPPLIERS BE LIABLE FOR CONSEQUENTIAL, SPECIAL, INCIDENTAL OR OTHER INDIRECT DAMAGES, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION ARISING OUT OF THE USE OF OR INABILITY TO USE ANY PRODUCTS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY’S LIABILITY FOR DIRECT DAMAGES FOR ANY CLAIM, WHETHER SOUNDING IN BREACH OF WARRATY, BREACH OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, SHALL BE LIMITED TO THE AMOUNTS PAID BY CUSTOMER TO COMPANY OVER THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Limitation of Company Liability. It is understood that Company is not an insurer of person, life, limb or property and that insurance covering personal injury, life and property loss shall be obtained by the Subscriber, if so desired. Company is being paid for installing and providing a system designed to provide notice of the occurrence of certain events. Company and the Subscriber acknowledge that the amounts being charged by Company are not sufficient to guarantee in any way that no loss or damage will occur or that the system and monitoring services will always function as intended and that Company is not assuming responsibility for any personal injury, loss of life, or property loss or damage which may occur even if due to Company’s negligent performance or which may arise due to the faulty operation of the system, the failure of services, the failure to perform said services or the failure of the Monitor Service. Company and Subscriber hereby agree that if, notwithstanding the above provisions, there should arise any liability whatsoever on the part of Company, its directors, officers, employees, agents or assigns, it is agreed that such liability shall be limited to two hundred fifty dollars ($250). This sum shall be complete and exclusive and shall be paid and received as an exclusive remedy and not as a penalty. SUBSCRIBER INITIALS
Limitation of Company Liability. 8.1. The Company does not provide any guarantee that the Service or its elements may be suitable for specific purposes of use. The company cannot guarantee and does not promise any specific results from the use of the Service or its elements. Service, including all scripts, individual elements and design of the Service are provided "as is".
Limitation of Company Liability. 38 13.15. COUNTERPARTS; EFFECTIVENESS............................................................38 13.16. ENTIRETY...............................................................................38 SCHEDULE I Purchasers APPENDIX I Definitions EXHIBIT A-1 Form of Company Note EXHIBIT A-2 Form of Holdings Note EXHIBIT B Form of Warrant EXHIBIT C-1 Form of Registration Rights Agreement EXHIBIT D Form of Escrow Agreement SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT is made as of October 29, 1998 by and among Simmxxx Xxxdings, Inc. a Delaware corporation ("HOLDINGS"), Simmxxx Xxxpany, a Delaware corporation (the "COMPANY" and together with Holdings, the "ISSUERS") and each person listed on Schedule I attached hereto (the "INITIAL PURCHASERS" and, together with their successors and assigns, the "PURCHASERS").
Limitation of Company Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY OF SECTIONS 5, 7, 9 OR 10 HEREOF, NOTHING IN THIS AGREEMENT OR THE NOTES SHALL CREATE ANY LIABILITY ON THE PART OF THE COMPANY IN RESPECT OF THE HOLDINGS NOTES, OR CREATE ANY RIGHT OF ACTION OR CLAIM AGAINST THE COMPANY ARISING OUT OF ANY HOLDINGS NOTE, INCLUDING, WITHOUT LIMITATION, ON ACCOUNT OF ANY BREACH OF REPRESENTATION, WARRANTY, COVENANT OR AGREEMENT OR CLAIM TO RESCISSION OR DAMAGES, AND THE COMPANY HAS NO LIABILITY TO PURCHASERS OF HOLDINGS NOTES, FOR ANY REASON, IN CONTRACT, UNDER LAW, OR OTHERWISE.
Limitation of Company Liability. 3.1 To enable us to perform our obligations under this Agreement, you shall:
Limitation of Company Liability. The Company will not be liable to the User or any of its Personnel for any Loss or Claim suffered or incurred by the those persons arising out of or in any way connection with this Agreement including, without limitation, any Loss or Claim arising out of or relating to:
