Apportionment of Liability. (a) For the avoidance of doubt, where either or both of the User* or the Indemnifier* is liable to, or is to indemnify, the other Party* under this Contract*, the liability or indemnity owed by either or both of the User* or the Indemnifier* is limited to the proportion of the damage suffered by Western Power* as a consequence of the Default*, negligence or fraud of the either or both of the User* or the Indemnifier* giving rise to the liability or indemnity.
(b) For the avoidance of doubt, where Western Power* is liable to, or is to indemnify, either or both of the User* or the Indemnifier* under this Contract*, the liability or indemnity owed by Western Power* is limited to the proportion of the damage suffered by either or both of the User* or the Indemnifier* as a consequence of the Default*, negligence or fraud of Western Power* giving rise to the liability or indemnity.
Apportionment of Liability. (a) To the extent permitted by Law, the operation of Part 1F of the Civil Liability Act 2002 (WA) is excluded in relation to all and any rights, obligations and Liabilities under this Agreement whether such rights, obligations or Liabilities are sought to be enforced as a Claim in contract, tort (including negligence), equity, under statute or otherwise at Law.
(b) Without limiting the generality of paragraph (a), it is further agreed that the rights, obligations and Liabilities of the parties (including those relating to proportionate liability) are as specified in this Agreement and not otherwise whether such rights, obligations and Liabilities are sought to be enforced by a Claim in contract, tort (including negligence), in equity, under statute or otherwise at Law.
(c) If any provision of this Agreement is illegal, void, invalid, unenforceable for any reason, all other provisions which are self sustaining and capable of separate enforcement must, to the maximum extent permitted by Law, be and continue to be valid and enforceable.
Apportionment of Liability. Where a Party (Liable Party) is liable to, or is to indemnify, the other Party (Other Party) under this Agreement, the liability or indemnity owed by the Liable Party is limited to the proportion of the damage suffered by the Other Party as a consequence of the Default, negligence or fraud of the Liable Party giving rise to the liability or indemnity.
Apportionment of Liability. Except as otherwise provided in this Agreement:
(i) Subject to the Farmee’s obligations under Clause 4, the Farmor shall be liable for all damages, losses, costs, claims, expenses, liabilities and obligations attributable to the Farmout Interest in respect of all periods prior to the Effective Date and the Farmee shall be liable for all such damages, losses, costs, claims, expenses, liabilities and obligations so attributable thereafter, all in accordance with the provisions of the JOA and this Agreement.
(ii) Subject to the Farmee’s obligations under Clause 4, the Farmor shall be entitled to all income, receipts, rebates and other amounts attributable to the Farmout Interest in respect of the period prior to the Effective Date and the Farmee shall be entitled to all income, receipts, rebates and other amounts so attributable thereafter, all in accordance with the provisions of the JOA and this Agreement.
Apportionment of Liability. Popular shall be responsible for, and shall reimburse EVERTEC for, any direct and indirect damages, liabilities, losses, costs, and expenses (including reasonable attorney’s fees and out of pocket disbursements) (“Losses”) paid by EVERTEC to Iron Mountain pursuant to a claim brought by Iron Mountain against EVERTEC under Section 7 of the MBESA (an “Iron Mountain Claim”), solely to the extent that such Iron Mountain Claim arises from any (A) Deposit Materials that were part of the Initial Deposit and the intellectual property rights of which were owned by EVERTEC or its subsidiaries as of the Closing; or (B) copies of such Deposit Materials. For the avoidance of doubt, EVERTEC shall be responsible and liable for all Losses arising from an Iron Mountain Claim to the extent such Iron Mountain Claim arises from any (i) Deposit Materials that were part of the Initial Deposit but for which EVERTEC or any of its subsidiaries did not own the intellectual property rights until after the Closing; or (ii) Deposit Materials that were neither part of the Initial Deposit nor copies of Deposit Materials that were part of the Initial Deposit.
Apportionment of Liability. If you claim compensation, damages or contribution from us for loss or damage arising from acts or defaults (including negligence) on our part and some or all of that loss or damage was due to or contributed to by: your own acts or defaults or by the acts or defaults of other persons for whose actions or defaults you are responsible; or the acts or defaults of one or more other persons, not being partners, employees or agents for whose conduct we are responsible, then we will be liable only for that proportion of the loss or damage which our acts or defaults bear relative to the totality of the conduct of all persons causing or contributing to the loss or damage. Where any law relating to proportionate liability applies to a claim against us, this clause does not seek to exclude the operation of that law but will continue to operate to the extent that its operation is consistent with that law.
Apportionment of Liability. (a) For the avoidance of doubt, where either or both of the User or the Indemnifier is liable to, or is to indemnify, the other Party under this Contract, the liability or indemnity owed by either or both of the User or the Indemnifier is limited to the proportion of the damage suffered by Western Power as a consequence of the Default, negligence or fraud of the either or both of the User or the Indemnifier giving rise to the liability or indemnity.
(b) For the avoidance of doubt, where Western Power is liable to, or is to indemnify, either or both of the User or the Indemnifier under this Contract, the liability or indemnity owed by Western Power is limited to the proportion of the damage suffered by either or both of the User or the Indemnifier as a consequence of the Default, negligence or fraud of Western Power giving rise to the liability or indemnity.
(c) For the purposes of the application of the indemnity given by the Indemnifier under clause 19.2(b):
(i) clause 19.8(a) may apply to reduce the User’s liability to Western Power and, consequently, the amount of liability for which the Indemnifier must indemnify Western Power;
(ii) except as provided in clause 19.8(c)(i), clause 19.8(a) does not apply to reduce the Indemnifier’s indemnification obligation.
Apportionment of Liability. A Participant’s Liability to indemnify the Operator (whether under Section 7.1 or otherwise) will be reduced proportionally to the extent that any negligent act or omission of the Operator or its officers, employees or agents has caused or contributed to any Loss, Claim, proceeding, injury or death.
Apportionment of Liability. Each Party has an obligation to fulfill its responsibilities and duties under this Agreement. If for any reason (other than the other Party’s gross negligence, willful misconduct or bad faith) a Party suffers a loss, claim, damage or liability due to the other Party’s breach of this Agreement or under the Indemnification provision (“Damaged Party”), then the amount of direct damages suffered by the Damaged Party as a result of such loss, claim, damage or liability (as determined by a court of proper jurisdiction or a neutral third party agreed to by the Parties), shall be offset by an amount that is proportionate to reflect the other Party’s relative economic interests and relative fault with respect to such loss, claim, damage or liability on the one hand, and the Damaged Party’s on the other hand, in the matters contemplated by this Agreement and any other relevant equitable considerations.
Apportionment of Liability. The ASP’s liability in clause 11.2 shall be reduced proportionally to the extent that any act or omission of TCA and its employees and agents or the Authorities and their respective employees and agents, has contributed to the loss, damage, cost or expense. Limitation of ASP's Liability Subject to clause 11.4b., the ASP's liability to indemnify TCA under clause 11.2 is limited to $20,000,000. Clause 11.4a. does not in any way limit the ASP's liability to indemnify TCA under clause 11.2 for: any breach of, and/or non-compliance with, this Agreement by the ASP, where such breach or non-compliance gives TCA the right to terminate the Agreement in accordance with clauses 14.1a., 14.2a. or 14.2c.; death or personal injury arising in connection with the provision of Intelligent Access Program Services by the ASP; or without limiting clause 11.4b.(i.), wilful default or dishonest conduct by the ASP (including the provision of false or misleading information).
