Limitation of Liability for Termination Sample Clauses

Limitation of Liability for Termination. In the event this MOA is --------------------------------------- terminated, neither Party shall be liable to the other for compensation, reimbursement or damages on account of the loss of prospective profits or anticipated sales, or on account of expenditures, investments, leases or commitments in connection with the business or good will of the other Party, or for any other reason relating to or arising from such termination.
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Limitation of Liability for Termination. NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT OR UNDER APPLICABLE LAW TO THE CONTRARY, IN NO EVENT SHALL RAMTRON BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF BUSINESS, INCOME OR PROFITS, RESULTING FROM RAMTRON'S TERMINATION OF THIS AGREEMENT, WHETHER OR NOT RAMTRON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ARISING IN ANY WAY OUT OF THE TERMINATION OF THIS AGREEMENT. Without limiting the generality of the foregoing, Licensees assume all risks arising out of or relating to their inability to meet any commitments made to and/or perform any agreements entered into with any customer (wholesale or retail) of Licensees in the event of any termination by Ramtron of this Agreement. Provided, however, that nothing contained in this Section is intended to disclaim or waive any rights that Licensees may have against Ramtron with respect to actual and direct damages suffered by Licensees as a result of the breach of this Agreement or the wrongful termination of this Agreement by Ramtron and provided further that nothing contained in this Section shall prejudice or restrict Licensees' right and entitlement to also terminate this Agreement in the event of any material breach of this Agreement by Ramtron.
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Limitation of Liability for Termination. To the fullest extent allowed by applicable law, Distributor agrees that it will have no rights to damages or indemnification or any nature due to any expiration of this Agreement or its rightful termination by MANUFACTURER. The foregoing restriction includes, but is not limited to, commercial severance compensation, whether by way of loss of future profits, expenditure for promotion, payment for goodwill generated or other commitments made in connection with business contemplated by this Agreement. Distributor will not be entitled, under any local law or otherwise, to receive any payment from MANUFACTURER due to such expiration or rightful termination, whether for actual, consequential, indirect, special or incidental damages, costs or expenses, whether foreseeable or unforeseeable. Distributor hereby waives and disclaims any rights thereto. DISTRIBUTOR EXPRESSLY WAIVES AND RENOUNCES ANY CLAIM TO COMPENSATION OR INDEMNITIES FOR ANY TERMINATION OF BUSINESS RELATIONSHIP BY A FOREIGN BUSINESS ENTITY, WHICH MAY EXIST UNDER THE LAWS OF ANY APPLICABLE JURISDICTION.
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Limitation of Liability for Termination. Symantec shall not be liable to Brightmail on account of termination or expiration of this Agreement for reimbursement or damages for loss of goodwill, prospective profits or anticipated orders, or on account of any expenditures, investments, leases or commitments made by Brightmail based upon or growing out of such termination or expiration. Brightmail acknowledges and agrees that; (i) Brightmail has no expectation and has received no assurances that its business relationship with Symantec will continue beyond the stated Term of this Agreement or its earlier termination in accordance with this clause other than for any applicable Run Off Periods, that any investment by Brightmail in the promotion of the BMI Service, BMI Products or the Licensed Products will be recovered or recouped, or that Brightmail shall obtain any anticipated amount of profits by virtue of this Agreement; and (ii) Brightmail shall not have or acquire by virtue of this Agreement or otherwise any vested, proprietary or other right in the promotion of the BMI Service or in any goodwill created by its efforts hereunder. The Parties acknowledge that this clause has been included as a material inducement for Symantec to enter into this Agreement and that Symantec would not have entered into this Agreement but for the limitations of liability as set forth herein.
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Limitation of Liability for Termination. Notwithstanding anything contained in this Agreement or under applicable law to the contrary, in no event shall Ramtron be liable for any indirect, special, incidental or consequential damages, including, without limitation, loss of business, income or profits, resulting from Ramtron's termination of this Agreement, whether or not Ramtron has been advised of the possibility, of such damages arising in any way out of the termination of this Agreement. Without limiting the generality of the foregoing, Licensee assumes all risks arising out of or relating to its inability to meet any commitments made to and/or perform any agreements entered into with any customer (wholesale or retail) of Licensee in the event of any termination by Ramtron of this Agreement. Provided, however, that nothing contained in this Section 5.3 is intended to disclaim or waive any rights that Licensee may have against Ramtron with respect to actual and direct damages suffered by Licensee as a result of the breach of this Agreement or the wrongful termination of this Agreement by Ramtron and provided further that nothing contained in this Section 5.3 shall prejudice or restrict Licensee's right and entitlement to also terminate this Agreement in the event of any breach of this Agreement by Ramtron.
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Limitation of Liability for Termination. Notwithstanding anything contained in this Agreement or under applicable law to the contrary, in no event shall either party , ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND/OR ATTORNEYS be liable for any indirect, special, incidental or consequential damages, including without limitation, loss of business, income or profits, resulting from its termination of this Agreement for cause, whether or not it has been advised of the possibility of such damages arising in any way out of the termination of this Agreement. Without limiting the generality of the foregoing, either party assumes all risks arising out of or relating to its inability to meet any commitments made to and/or perform any agreements entered into with any of its customers (wholesale or retail) or sublicensees in the event of any termination by the other party of this Agreement for cause. Provided, however, that nothing contained in this Section is intended to disclaim or waive any rights that either Party may have against the other with respect to actual and direct damages suffered by the Party as a result of a material breach of this Agreement or the wrongful termination of this Agreement by the other Party and provided further that nothing contained in this Section shall prejudice or restrict a Party's right and entitlement to also terminate this Agreement in the event of any breach of this Agreement by the other Party.
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Related to Limitation of Liability for Termination

  • Limitation of Liability for Claims The Declaration, a copy of which, together with all amendments thereto, is on file in the Office of the Secretary of the Commonwealth of Massachusetts, provides that the name "Investors Fund Series" refers to the Trustees under the Declaration collectively as Trustees and not as individuals or personally, and that no shareholder of the Fund, or Trustee, officer, employee or agent of the Trust, shall be subject to claims against or obligations of the Trust or of the Fund to any extent whatsoever, but that the Trust estate only shall be liable. You are hereby expressly put on notice of the limitation of liability as set forth in the Declaration and you agree that the obligations assumed by the Trust on behalf of the Fund pursuant to this Agreement shall be limited in all cases to the Fund and its assets, and you shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Fund or any other series of the Trust, or from any Trustee, officer, employee or agent of the Trust. You understand that the rights and obligations of each Fund, or series, under the Declaration are separate and distinct from those of any and all other series.

  • Limitation of Liability for Certain Damages In no event shall any Indemnitee be liable on any theory of liability for any special, indirect, consequential or punitive damages (including any loss of profits, business or anticipated savings). Each of Holdings and the Borrower hereby waives, releases and agrees (and shall cause each other Loan Party to waive, release and agree) not to xxx upon any such claim for any special, indirect, consequential or punitive damages, whether or not accrued and whether or not known or suspected to exist in its favor.

  • Limitation of Liability of the Advisor The Advisor shall not be liable for any act or omission of any other person or entity exercising a fiduciary responsibility, if such fiduciary responsibility has been allocated to such other person or entity in accordance with this Agreement, the Declaration of Trust, the Fund Declaration, the Plans or the Trusts, except to the extent that the Advisor has itself violated its fiduciary responsibility or its obligations under this Agreement, or except to the extent that applicable law (including ERISA) may expressly provide otherwise.

  • Limitation of Liability of the Adviser The Adviser shall not be liable for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission in the execution and management of the Fund, except for willful misfeasance, bad faith or gross negligence in the performance of its duties and obligations hereunder. As used in this Article 6, the term "Adviser" shall include Directors, officers and employees of the Adviser as well as that corporation itself.

  • Limitation of Liability of Sub-Adviser The Sub-Adviser shall not be liable for any error of judgment or mistake of law or for any loss suffered by the Trust or the Fund or the Adviser in connection with the matters to which this Agreement relates, except a loss resulting from willful misfeasance, bad faith or gross negligence on the Sub-Adviser's part in the performance of its duties or from reckless disregard by it of its obligations and duties under this Agreement. Any person, even though also employed by the Sub-Adviser, who may be or become an employee of and paid by the Trust or the Fund shall be deemed, when acting within the scope of his employment by the Trust or the Fund, to be acting in such employment solely for the Trust or the Fund and not as the Sub-Adviser's employee or agent.

  • LIMITATION OF LIABILITY OF MSS (a) MSS shall be held to the exercise of reasonable care in carrying out the provisions of the Agreement, but shall not be liable to the Trust for any action taken or omitted by it in good faith without negligence, bad faith, willful misconduct or reckless disregard of its duties hereunder. It shall be entitled to rely upon and may act upon the accounting records and reports generated by the Trust, advice of the Trust, or of counsel for the Trust and upon statements of the Trust's independent accountants, and shall not be liable for any action reasonably taken or omitted pursuant to such records and reports or advice, provided that such action is not, to the knowledge of MSS, in violation of applicable federal or state laws or regulations, and provided further that such action is taken without negligence, bad faith, willful misconduct or reckless disregard of its duties.

  • Limitation of Liability of JCM JCM shall not be liable for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission taken with respect to the Trust, except for willful misfeasance, bad faith or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder and except to the extent otherwise provided by law. As used in this Section 14, "JCM" shall include any affiliate of JCM performing services for the Trust contemplated hereunder and directors, officers and employees of JCM and such affiliates.

  • Limitation of Liability for Payments Section 3.09 of the Basic Agreement shall be amended, with respect to the Applicable Trust, by deleting the phrase “the Owner Trustees or the Owner Participants” in the second sentence thereof and adding in lieu thereof “the Liquidity Provider”.

  • Limitation of Liability No provision hereof, in the absence of any affirmative action by the Holder to exercise this Warrant to purchase Warrant Shares, and no enumeration herein of the rights or privileges of the Holder, shall give rise to any liability of the Holder for the purchase price of any Common Stock or as a stockholder of the Company, whether such liability is asserted by the Company or by creditors of the Company.

  • LIMITATION OF LIABILITY OF ADVISER You may rely on information reasonably believed by you to be accurate and reliable. Except as may otherwise be required by the 1940 Act or the rules thereunder, neither you nor your shareholders, members, officers, directors, employees, agents, control persons or affiliates of any thereof shall be subject to any liability for, or any damages, expenses or losses incurred by the Trust in connection with, any error of judgment, mistake of law, any act or omission connected with or arising out of any services rendered under, or payments made pursuant to, this Agreement or any other matter to which this Agreement relates, except by reason of willful misfeasance, bad faith or gross negligence on the part of any such persons in the performance of your duties under this Agreement, or by reason of reckless disregard by any of such persons of your obligations and duties under this Agreement. Any person, even though also a director, officer, employee, member, shareholder or agent of you, who may be or become an officer, director, trustee, employee or agent of the Trust, shall be deemed, when rendering services to the Trust or acting on any business of the Trust (other than services or business in connection with your duties hereunder), to be rendering such services to or acting solely for the Trust and not as a director, officer, employee, member, shareholder or agent of you, or one under your control or direction, even though paid by you.

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