Limitations of Duties Sample Clauses

Limitations of Duties. Executive shall not, without consent first being given by the Company, which consent may be general authority from the Company:
Sample 1Sample 2Sample 3See All (13)
AutoNDA by SimpleDocs
Limitations of Duties. 1. The Rights Agent shall have no duties or obligations other than those specifically set forth herein, including any duties or obligations under any other agreement, and no implied duties or obligations shall be read into this Agreement against the Rights Agent.
Sample 1Sample 2Sample 3See All (8)
Limitations of Duties. Executive shall not, without consent first being given by the Company, which consent may be general authority from the Company: A. Take part in activities detrimental to the best interests of the Company, including rendering any services to any other firm or entity which conflict or interfere with the performance of Executive’s duties hereunder. B. Exceed any limitations on his authority that may be established by the Board. C. Enter into any contract, oral or written, in the name of, for or on behalf of the Company other than in the ordinary course of business. D. Use any money belonging to the Company or pledge its credit other than in the ordinary course of business. E. Commit or suffer to be committed any act whereby the Company’s property may be subject to attachment or seizure. F. Cause the Company to become a guarantor, surety or endorser or give any note for the benefit of any other person whomsoever. Upon a breach of any provision under this Item 3, the Company shall have the right to terminate this Agreement for Cause as set forth in Item 6E hereof and to pursue any other remedies available to the Company as a result of such breach. Executive shall indemnify and hold the Company harmless from and against any and all damages, actions, causes of action, claims and other liabilities, contingent or otherwise, directed toward the Company by others as a result of Executive’s violation of any of the provisions of this Item 3.
Sample 1Sample 2Sample 3See All (5)
Limitations of Duties. 8.1. The ADS Rights Agent shall have no duties or obligations nor shall it be subject to any liability under this Agreement or the transactions contemplated by this Agreement, except that it shall perform its duties specifically set forth in this Agreement without gross negligence or willful misconduct, and no implied duties or obligations shall be read into this Agreement against the ADS Rights Agent.
Sample 1Sample 2See All (4)
Limitations of Duties. With respect to Owner Containers which are (i) leased-in from P&R (or any of its assignees or Affiliates) pursuant to the P&R Lease Agreement, as defined in the SPA, or (ii) leased-in from Der Transport Fonds GmbH & Co KG, Hamburg (“DTF”) (or any of its assignees or Affiliates) pursuant to the DTF Lease Agreement, as defined in the SPA, by Capital Lease or the Subsidiaries, the Manager shall use best efforts to perform its duties under this Agreement so that Capital Lease or the relevant Subsidiary is not in breach of the underlying lease-in agreements with such companies, provided that (A) the Owner (or the relevant Capital Companies) has granted Manager the rights necessary to so perform and (B) such leased-in agreements have not been amended since the Effective Date such that the Manager would not be able to fulfill the obligations thereunder without unreasonable commercial expense. In particular, the Manager shall, with respect to the P&R Lease Agreement and the DTF Lease Agreement and subject to the above qualifications, not act in its own name but shall act as an agent in the name of Capital Lease or the relevant Subsidiary, unless the respective owner of the leased-in Containers has expressly granted its consent that the Manager may act in its own name.
Sample 1Sample 2
Limitations of Duties. The Xxxxxx Xxxxx xxxxxxxxxx xo perform only --------------------- such duties as are expressly set forth herein and no implied duties or obligations shall be read into this Agreement against the Escrow Agent. The Company and the Organizers hereby acknowledge that the status of Escrow Agent is that of agent only for the limited purposes set forth, and hereby agree that in making the offering, there shall be no representation or implication that the Escrow Agent, by serving as escrow agent hereunder or otherwise, has investigated the desirability or advisability of investment in the Shares or has approved, endorsed or passed upon the merits of the investment, nor shall the name of the Escrow Agent be used in any manner whatsoever in connection with the offer or sale of the Shares other than by acknowledgement that it has agreed to serve as Escrow Agent for the limited purposes herein set forth.
Sample 1
Limitations of Duties. The Pledgee Agent shall have no duties or obligations except those expressly set forth herein and no implied covenants or obligations shall be read into this Agreement. If in one or more instances the Pledgee Agent takes any action or assumes any responsibility not specifically delegated to it, neither the taking of such action or the assumption of such responsibility shall be deemed to be an express or implied undertaking on the part of the Pledgee Agent that it will take the same or similar action or assume the same or similar responsibility in any other instance.
Sample 1
AutoNDA by SimpleDocs
Limitations of Duties. 1. The ADS Subscription Agent shall have no duties or obligations other than those specifically set forth herein, including any duties or obligations under any other agreement, and no implied duties or obligations shall be read into this Agreement against the ADS Subscription Agent.
Sample 1
Limitations of Duties. (a) The Parties are represented by their own attomeys in this matter. While the attorneys to this Agreement have a duty to preserve the confidences disclosed to them pursuant to the Agreement, each attomey will be acting only as the attomey for his or her respective client and will owe a duty of loyalty only to that client.
Sample 1

Related to Limitations of Duties

  • Limitation of Duties The Custodian in its capacity as such:

  • Limit of Duties Without limiting the generality of the foregoing, the Custodian shall be under no duty or obligation to inquire into, and shall not be liable for:

  • Extent of Duties Each Agent shall only be obliged to perform the duties set out herein and such other duties as are necessarily incidental thereto. No Agent shall:

  • Scope of Duties Without limiting the generality of the foregoing, the Custodian shall be under no duty or obligation to inquire into, and shall not be liable for:

  • Nature of Duties The Agent shall have no duties or responsibilities except those expressly set forth in the Agreement. Neither the Agent nor any of its partners, members, shareholders, officers, directors, employees or agents shall be liable for any action taken or omitted by it as such under the Agreement or hereunder or in connection herewith or therewith, be responsible for the consequence of any oversight or error of judgment or answerable for any loss, unless caused solely by its or their gross negligence or willful misconduct as determined by a final judgment (not subject to further appeal) of a court of competent jurisdiction. The duties of the Agent shall be mechanical and administrative in nature; the Agent shall not have by reason of the Agreement or any other Transaction Document a fiduciary relationship in respect of any Debtor or any Secured Party; and nothing in the Agreement or any other Transaction Document, expressed or implied, is intended to or shall be so construed as to impose upon the Agent any obligations in respect of the Agreement or any other Transaction Document except as expressly set forth herein and therein.

  • Limitations on Duties and Exculpation and Indemnification, of Securities Intermediary.

  • Delegation of Duties The Administrative Agent may execute any of its duties under this Agreement and the other Loan Documents by or through agents or attorneys-in-fact and shall be entitled to advice of counsel concerning all matters pertaining to such duties. The Administrative Agent shall not be responsible for the negligence or misconduct of any agents or attorneys in-fact selected by it with reasonable care.

  • Limitation of Duties; Exculpation The Administrative Agent shall not have any duties or obligations except those expressly set forth herein and in the other Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, (b) the Administrative Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by the other Loan Documents that the Administrative Agent is required to exercise in writing by the Required Lenders, and (c) except as expressly set forth herein and in the other Loan Documents, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Subsidiaries that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall not be liable for any action taken or not taken by it with the consent or at the request of the Required Lenders or in the absence of its own gross negligence or willful misconduct. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and the Administrative Agent shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, or (v) the satisfaction of any condition set forth in Article IV or elsewhere herein or therein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.

Time is Money Join Law Insider Premium to draft better contracts faster.