Liability definition
Examples of Liability in a sentence
Liability for or recourse under or upon any undertaking of FASC pursuant to the power or authority granted to FASC under this Limited Power of Attorney under any rule of law, statute or constitution or by the enforcement of any assessment or penalty or by legal or equitable proceedings or otherwise shall be limited only to the assets of the Fund on whose behalf FASC was acting pursuant to the authority granted hereunder.
Except as set forth in the Registration Statement, the General Disclosure Package or the Prospectus, the Company has not been named as a “potentially responsible party” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended.
Upon receipt of the copy of the Closing Memorandum, the notary shall submit an updated list of shareholders (Liste der Gesellschafter) of the Company to the commercial register (Handelsregister), reflecting the transfer of the Sale Shares to the Purchaser, together with the certifications (Bescheinigungen) pursuant to section 40 paragraph 2 sentence 2 of the German Limited Liability Companies Act (GmbHG).
Neither the Escrow Fund (including any portion thereof) nor any beneficial interest therein, may be pledged, subjected to any Lien, sold, assigned, or transferred, by any Indemnifying Securityholder, or be taken or reached by any legal or equitable process in satisfaction of any debt or other Liability of any Indemnifying Securityholder, in each case prior to the distribution of the Escrow Fund to the Indemnifying Securityholders in accordance with this Section 10.8.
Neither the Surviving Corporation nor Parent, nor any of their respective Affiliates, will incur or be liable for any Liability under any terminated Related Party Agreement (or Related Party Agreement that should have been terminated in accordance with Section 6.10) following the Closing.