Vendor Liability Sample Clauses
The Vendor Liability clause defines the extent to which the vendor is responsible for damages, losses, or claims arising from their products or services. Typically, this clause outlines the types of liabilities covered, such as defects in goods, breaches of contract, or negligence, and may set limits on the vendor’s financial responsibility. Its core practical function is to allocate risk between the parties, ensuring that the vendor is held accountable for specific issues while also potentially capping their exposure to large or unforeseen claims.
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Vendor Liability. The PROVIDER will be liable for any associated costs of repairs for damage to buildings or other A&M System property caused by the negligence of the PROVIDER's employees. Modification of Service. The A&M System reserves the right to modify the services during the course of the contract. Any changes in pricing and rates proposed by the PROVIDER resulting from such changes are subject to acceptance by the A&M System. In the event prices and rates cannot be negotiated to the satisfaction of both parties, the contract may be subject to competitive bidding based upon the new specifications.
Vendor Liability. The vendor participates in the event at his/her own risk. In case of inclement weather or other Acts of God, vendor agrees to accept full responsibility for profits or loss or any missing, stolen items or damage to person or personal property.
Vendor Liability. 21.1. If a Product SE delivers was not of the kind or quantity contracted for then SE's total liability is limited to prompt delivery of the kind of Product contracted for or prompt delivery of the shortfall quantity, as applicable, and at SE's cost.
21.2. If a Product SE delivers otherwise does not conform to the Order Form or (for reasons that are SE's responsibility) is defective, then SE's total liability is limited to (at SE's choice and at SE's cost):
21.2.1. prompt delivery of replacement Product or equivalent goods; or
21.2.2. prompt repair of the Product; or
21.2.3. payment of the cost of the Customer acquiring equivalent goods or having the Product repaired;
21.3. If SE is to replace Product that is or likely to be defective for reasons that are SE's responsibility:
21.3.1. SE retains or resumes ownership of the original Product;
21.3.2. SE may collect the original Product from the Customer or require that original Product be transported, dumped or otherwise dealt with at SE's reasonable cost.
21.3.3. Subject to the Australian Consumer Law if it applies, in no case is SE liable for any loss of revenue / profits / goodwill or any incidental, consequential or punitive damages as a result of any claim in connection with its supply of Product.
Vendor Liability. The Purchaser hereby acknowledges and agrees that notwithstanding any other term of this Agreement, the respective liability of the EM Vendors and PDV for any claims asserted based on this Agreement or the transactions contemplated herein, whether for breach of any covenant, representation, warranty or obligation or otherwise, shall be several and not joint. The Purchaser shall assert any such claim only against the potentially-liable party, whether that be the EM Vendors or PDV.
Vendor Liability. Vendor remains fully liable for all obligations of Vendor hereunder delegated to Subcontractors to the same extent as if such obligations were directly performed, or failed to be performed, by Vendor. Vendor must supervise and direct the Subcontractors, devoting such attention and applying such skills and expertise as may be necessary so that such Subcontractors perform in accordance with the Agreement.
Vendor Liability. In addition to all requirements of the PO Terms, including but not limited to those provided in Sections 15 and 20, Vendor will take full responsibility for any damages and losses caused to Buyer, or any third party, and affect individuals, animals, natural resources or property during the execution of the services, arising from the cause or omission on the part of the Vendor, its workers or the machinery or equipment at their disposal. 5)
Vendor Liability. The Vendor shall be liable to the Purchaser for breach of the Agreement or any other Claim, subject to certain exceptions stated in the Agreement, provided that the Vendor shall not be liable for any breach or Claims for breach of warranty except in certain limited circumstances, on the basis that the Purchaser’s recourse for breach of warranties is to be against the insurance policy to be purchased by the Purchaser. In the event that the Target Company loses certain specific material businesses prior to the Completion as a result of the Disposal or certain specific breach by the Vendor of the Agreement, relevant agreed-upon value of such businesses (“Completion Deductible”) shall be deducted from the Initial Purchase Price. In addition, in the event that the Target Company is reasonably expected to lose certain specific material businesses within six months following the Completion as a result of the Disposal or certain specific breach by the Vendor of the Agreement, relevant agreed-upon value of such businesses shall be deducted from the Initial Purchase Price (“Escrow Amount”) and placed in an escrow account, which will be released to (i) the Vendor if the relevant businesses are retained by the Company within such six-month period and (ii) the Purchaser if the relevant businesses are actually lost within such six-month period. The aggregate amount of the value of the losses of such businesses described above is subject to a cap of NZ$150,000,000. The Vendor is a company incorporated in Hong Kong with limited liability and a direct non-wholly owned subsidiary of the Company. As of the date of this announcement, the Vendor is owned as to 51% by the Company and 49% by BCHK. The Vendor is principally engaged in investment holding. The Company is an exempted company incorporated in the Cayman Islands with limited liability and an investment holding company. The Group is principally engaged in the provision of waste treatment technologies and services, with a focus on technology development, design, system integration, project investment, consultancy, operation and maintenance of waste treatment facilities, especially waste-to-energy projects.
Vendor Liability. Vendor shall retain responsibility for, and satisfy all obligations and liabilities with respect to, all payments and benefits of the Employees (and all former employees, agents and representatives involved in the Business) under the Employee Benefit Plans (other than the Pension Plan), as the case may be, accrued up to the Closing Date or which relate to the events prior to the Closing Date in accordance with the terms thereof and Laws (other than the obligations and liabilities that are accrued on the Closing Balance Sheet), and the Vendor agrees to indemnify and hold the Purchaser harmless from and against any and all damages which the Purchaser may suffer or incur in connection with such obligations and liabilities. For the avoidance of doubt, Vendor shall be responsible for the following claims or benefit payments of all Employees and former employees involved in the Business regardless of whether such claims are filed before or after the Closing Date:
(a) with respect to death or dismemberment claims, those in respect of which the event occurred prior to the Closing Date;
(b) with respect to health claims, those in respect of which the services were provided or the supplies were purchased prior to the Closing Date;
(c) with respect to short term and/or long term disability claims and workers’ compensation claims, for those claims resulting from events that occurred prior to the Closing Date, including, to the extent covered under the Employee Benefit Plans, for recurring illnesses which first originated with events occurring prior to the Closing Date, whether or not such claims continue after the Closing Date.
Vendor Liability. The VENDOR shall not, under any circumstances, be held responsible for any damages whatsoever arising from the improper, incorrect installation or manufacturing defect of sold merchandise. In every other case, the VENDOR’S responsibility is limited to the price of the merchandise sold and shipped.
Vendor Liability. The Purchaser hereby expressly acknowledges and agrees that the Vendor is acting only in its representative capacity as appointed receiver of the assets and undertaking of the Debtors and shall have no personal liability under or as a result of entering into or carrying out the transaction which is the subject of this Agreement except in such capacity and without limitation to the generality of the foregoing the Vendor shall have no liability under or as a result of entering into or carrying out of such transaction in its personal capacity.