Under Section 11 of the Securities Act of 1933,a defendant (other than the issuer) may establish a defense to liability if the defendant can prove that he/she acted:

A) with due diligence.
B) with scienter.
C) without scienter.
D) without due diligence.

Due Diligence

The investigation or exercise of care that a reasonable business or person is expected to take before entering into an agreement or contract with another party or an act with a certain standard of care.

Scienter

A legal term referring to the knowledge of the wrongdoing or fraudulent intent in committing an act.

Liability Defense

Liability Defense refers to legal strategies and arguments used to reduce or negate a party's responsibility for a claim or lawsuit.