Determination of Liability. In the event of an Incident involving the Access Holder or any other event which results or could result in a Claim by or against the Access Holder or Aurizon Network, liability as between the Access Holder and Aurizon Network is determined, for the purposes of clauses 20 and 21.3:
(a) as agreed between the Parties;
(b) subject to clause 22.1(c), failing such agreement within one Month of either Party giving notice to the other requiring agreement on liability, by a loss adjuster appointed under clause 22.2; or
(c) where the amount of the Claim exceeds $200,000 and either Party is dissatisfied with the report of the loss adjuster, by a court of competent jurisdiction.
Determination of Liability. In the event of an Incident involving the End User or any other event which results or could result in a Claim by or against the End User or Aurizon Network, liability as between the End User and Aurizon Network shall for the purposes of this Clause 8 be determined:
(a) as agreed between the Parties;
(b) failing such agreement within one (1) Month of either Party giving notice to the other requiring agreement on liability, by a loss adjuster appointed pursuant to Clause 8.8; or
(c) where the amount of the Claim exceeds the sum of TWO HUNDRED THOUSAND DOLLARS ($200,000.00) and either Party is dissatisfied with the report of the loss adjuster, by a Court of competent jurisdiction.
Determination of Liability. In the event of an Incident involving the Operator or any other event which results or could result in a Claim by or against the Operator or QR Network, liability as between the Operator and QR Network shall for the purposes of this Clause 15 be determined:
(a) as agreed between the Parties;
(b) failing such agreement within one (1) Month of either Party giving notice to the other requiring agreement on liability, by a loss adjuster appointed pursuant to Clause 15.8; or
(c) where the amount of the Claim exceeds the sum of TWO HUNDRED THOUSAND DOLLARS ($200,000.00) and either Party is dissatisfied with the report of the loss adjuster, by a Court of competent jurisdiction.
Determination of Liability. In the event of an Incident involving the Access Holder or Operator or any other event which results or could result in a Claim by or against the Access Holder, Operator or QR, liability as between the Access Holder and QR shall for the purposes of this Clause 14 be determined:
(a) as agreed between the Parties;
(b) failing such agreement within one (1) Month of either Party giving notice to the other requiring agreement on liability, by a loss adjuster appointed pursuant to Clause 14.8; or
(c) where the amount of the Claim exceeds the sum of ONE HUNDRED THOUSAND DOLLARS ($100,000.00) and either Party is dissatisfied with the report of the loss adjuster, by a Court of competent jurisdiction.
Determination of Liability. The amount of the liability referred to in paragraph (a)(1) of this section in- curred by a domestic corporation for any period shall be determined in the same manner as liability for the em- ployee tax and for the employer tax imposed by the Federal Insurance Con- tributions Act is determined, pursuant to regulations relating to the taxes under such act as in effect for the same period, with respect to wages paid by an employer to an employee.
Determination of Liability. In the event that at any time or from time to time, CORE shall determine that it or Purchaser is entitled to indemnification under Section 7.1 hereof, it shall give written notice to the Seller and Transcend specifying the cause, the amount of such claim and the 20 day objection period described in the next sentence. Seller or Transcend may object to the claim by delivering written notice thereof to CORE within twenty (20) days after receipt of CORE's written notice. Failure on the part of Seller or Transcend so to object shall constitute an acceptance of CORE's claim and if the amount to which CORE or Purchaser is entitled is not paid by Seller or Transcend within ten (10) days of such determination, then CORE shall have the right to satisfy all or part of such indemnification obligations by reducing the Net Annualized Revenue (as calculated in Section 1.3(b)) by an amount equal to such indemnification claim. In the event such claim exceeds the amount of the Purchase Price Shares, or the Purchase Price Shares have previously been delivered, or the Purchase Price Shares are otherwise insufficient to satisfy fully such claim, Transcend and Seller shall be jointly and severally liable to CORE and Purchaser for payment of such claim. In the event that Seller or Transcend shall so object and CORE and Seller or Transcend shall fail to reach an agreement as to the entitlement of CORE or Purchaser to indemnification or the amount thereof within sixty (60) days after the written notice by Seller or Transcend objecting to the claim, then so much of the matter as may be in dispute shall be submitted to the American Arbitration Association in Orange County, California for settlement in accordance with its rules, and the decision as to the disputed matter rendered by the arbitrator or arbitrators shall be binding on all parties to this Agreement. CORE, Purchaser, Seller and Transcend shall act upon such award in like manner as though it constituted an agreement reached between the parties. CORE or Purchaser, on one hand, and Seller and Transcend on the other hand, shall each bear fifty percent (50%) of the arbitrators' fees.
Determination of Liability. In the event that the IRS asserts, or threatens to assert, that any of the Total Payments hereunder is subject to Excise Taxes, the Employee shall promptly notify the Company in writing of such assertion or threatened assertion. The Company shall thereupon have the exclusive right and obligation to control, defend, settle, compromise or prosecute in any manner any audit, examination, investigation, hearing or other proceeding with respect to such assertion or threatened assertion by the IRS. The Employee agrees to cooperate fully with the Company in such regard (including, without limitation, through the sharing of records and the execution by the Employee of any documents or forms, such as powers of attorney, as shall be reasonably requested by the Company).
Determination of Liability. This Title Guaranty together with endorsements, if any, attached hereto by the Company is the entire contract between the Guaranteed Party and the Company. Any claim of loss or damage, whether or not based on negligence, and which arises out of the status of the title to the estate or interest guaranteed hereby or any action asserting such claim, shall be restricted to the Exclusions from Coverage, Exceptions from Coverage in Schedule B and Conditions and Stipulations of this Title Guaranty. No amendment of or endorsement to this Title Guaranty can be made except by writing endorsed hereon or attached hereto signed by either (the person or persons authorized by the requirements of the Company using this form).
Determination of Liability. In determining whether increased premiums are a result of Lessee's use of the Premises, a schedule issued by the organization computing the insurance rate on the Premises showing the various components of such rate shall be conclusive evidence of the several items and charges which make up such rate.
Determination of Liability. Deleted: Aurizon Network
(a) as agreed between the Parties;
(b) failing such agreement within one (1) Month of either Party giving notice to the other requiring agreement on liability, by a loss adjuster appointed pursuant to Clause 8.8; or
(c) where the amount of the Claim exceeds the sum of TWO HUNDRED THOUSAND DOLLARS ($200,000.00) and either Party is dissatisfied with the report of the loss adjuster, by a Court of competent jurisdiction.
