Xxxxxxx Entities Liability Sample Clauses

Xxxxxxx Entities Liability. 55 EXHIBITS Exhibit A-1 -- Owned Facilities Exhibit A-2 -- Leased Facilities Exhibit B -- Excluded Assets Exhibit C -- Allocation of Purchase Price Exhibit D -- Principal Terms and Conditions of Sublease Exhibit E -- Assignment and Assumption of Lease Exhibit F -- Special Warranty Deed Exhibit G -- Memorandum of Sublease Exhibit H -- Xxxx of Sale Exhibit I -- Assignment and Assumption of Contracts Exhibit J -- Assignment of Trade Names Exhibit M -- Audit Materials SCHEDULES Schedule 1 -- The Xxxxxxx Entities Schedule 1.1 -- Assigned Contracts Schedule 1.4.4 -- Deposits; Escrowed Funds Schedule 1.4.8 -- Deposits under the Leases Schedule 1.4.10 -- National Contracts Schedule 4.2 -- Sublease Security Deposits Schedule 7.1.4 -- Labor Contracts Schedule 7.1.6(A) -- Environmental Matters Schedule 7.1.6(B) -- Environmental Reports Schedule 7.1.7(C) -- Leases and Management Agreement Schedule 7.1.10 -- Litigation Schedule 7.1.16 -- Employee Benefit Plans Schedule 7.1.17 -- Taxes Schedule 7.1.18(b) -- Patient Admission Contracts Schedule 7.1.21(a) -- IP Registration Schedule 7.1.21(b) -- Maintenance Schedule 7.1.21(c) -- Unregistered Trademark Properties Schedule 7.1.21(d) -- Infringement Schedule 7.1.21(e) -- IP Rights Granted to Others Schedule 7.1.21(f) -- IP Claims Schedule 7.1.24 -- Notices Schedule 7.1.25 -- Medicare and Medicaid Participation Schedule 7.1.26 -- Patient Records Schedule 7.1.30 -- Patient Trust Funds Schedule 7.1.31 -- Licensure Schedule 8.1.10 -- PTO Schedule Schedule 9.1.D -- Unpermitted Encumbrances iv AGREEMENT FOR SALE OF NURSING HOME PROPERTIES THIS AGREEMENT (the "Agreement") is made and entered into as of the ____ day of ____________, 2001, by and between the entities set forth on Schedule 1 (singular and collectively, the "Xxxxxxx Entities"), and NMC of Florida, LLC, a Florida limited liability company ("Buyer").
Sample 1
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Xxxxxxx Entities Liability. With the exception of Xxxxxxx Health and Rehabilitation Services, Inc. which shall be liable for all of the obligations, covenants and agreements herein of the Xxxxxxx Entities hereunder, and shall cause the other Xxxxxxx Entities to comply with all their obligations hereunder, each of the Xxxxxxx Entities is severally and not jointly liable for its obligations hereunder. Each representation and warranty by the Xxxxxxx Entities shall be deemed made by each Xxxxxxx Entity as to itself only and not as to any other Xxxxxxx Entity, and each covenant and agreement made by the Xxxxxxx Entities shall be deemed made by each Xxxxxxx Entity on behalf of itself only and not on behalf of any other Xxxxxxx Entity. .
Sample 1

Related to Xxxxxxx Entities Liability

  • Cross-Liability All required liability policies shall provide cross-liability coverage as would be achieve under the standard ISO separation of insureds clause.

  • Seller’s Liability SELLER’s liability with respect to the Product sold to END USER shall be limited to the warranty provided herein. SELLER shall not be subject to any other obligations or liabilities, whether arising out of breach of contract, warranty, tort (including negligence and strict liability) or other theories of law, with respect to products sold or services rendered by seller, or any undertaking, acts or omissions relating thereto. Without limiting the foregoing, SELLER specifically disclaims any liability for property or personal injury damages, penalties, special or punitive damages, damages for lost profits or revenues, services, down time, shut down or slow down costs, or for any other types of economic loss, and for claims of END USER’s customers or any third party for any such damages. SELLER shall not be liable for and disclaims all consequential, incidental and contingent damages whatsoever.

  • Civil Liability 47.01 If any civil action is brought against any employee covered by this Agreement for an alleged tort committed by the employee in the performance of their assigned duties, (a “workplace claim”) then:

  • Business Auto Liability The automobile liability insurance provided by the Contractor shall conform to the requirements hereinafter set forth:

  • Your Liability The following determines your liability for any unauthorized EFT or any series of related unauthorized EFTs:

  • Reinsurer’s Liability The Reinsurer’s liability with respect to the Reinsured Risks will terminate on the earliest of: (i) the date the Company’s liability with respect to the Reinsured Risks is terminated and all amounts due the Company from the Reinsurer with respect to such Reinsured Risks are paid to the Company by or on behalf of the Reinsurer; and (ii) the date this Agreement is terminated upon the written agreement of the parties.

  • Umbrella Liability The Umbrella / Excess Liability must be at least as broad as the underlying general liability and automobile liability policies. Limits – Each Occurrence $1,000,000 General Aggregate $1,000,000

  • Advisor’s Liability The Advisor shall have responsibility for the accuracy and completeness (and liability for the lack thereof) of the statements in each Fund’s offering materials (including the prospectus, the statement of additional information, and advertising and sales materials), except for information supplied by the co-administrators or the Trust or another third party for inclusion therein. The Advisor will not be liable for any error of judgment or mistake of law or for any loss suffered by Advisor or by the Trust in connection with the performance of this Agreement, except a loss resulting from a breach of fiduciary duty with respect to the receipt of compensation for services or a loss resulting from willful misfeasance, bad faith or gross negligence on its part in the performance of its duties or from reckless disregard by it of its duties under this Agreement.

  • Products Liability There is no Action before any Governmental Authority involving Seller based upon breach of product warranty, strict liability in tort, negligent design, negligent manufacture of product, defects in design, manufacture, materials or workmanship, negligent provision of services, or any other allegation of liability, including or resulting in product recalls, arising from the materials, design, testing, manufacture, packaging, labeling (including instruction for use), documentation or sale of products (collectively, “Product Claims”; and, to the Knowledge of Seller, there is no basis for any such Product Claim. To the Knowledge of Seller, there are no material errors in any published technical documentation, specifications, manuals or user guides provided in the ordinary course of business to customers of the Business. There have been no material defects in design, manufacturing, materials or workmanship, including any failure to warn, or any breach of express or implied warranties or representations, which involve any product manufactured (or to be manufactured), shipped, sold, installed or delivered by or on behalf of Seller. There have been no product recalls by Seller with respect to any products manufactured (or to be manufactured), shipped, sold, installed or delivered by or on behalf of Seller, or to the Knowledge of Seller any investigation or consideration of or decision made by any Person or Governmental Authority concerning whether to undertake or not to undertake any recall. All manufacturing standards applied, testing procedures used, and product specifications disclosed to customers by Seller have complied in all material respects with all requirements established by any applicable Law or any Governmental Authority.

  • Company's Liability The Consultant agrees to defend, indemnify, and hold the Company harmless from an against any and all reasonable costs, expenses and liability (including reasonable attorney's fees paid in defense of the Company) which may in any way result pursuant to its gross negligence or willful misconduct or in any connection with any actions taken or statements made, on behalf of the Company, without the prior approval or authorization of the Company or which are otherwise in violation of applicable law.

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