Determination of Remuneration. The basis for determining remuneration shall be based on 4 (four) different methods, which are not necessarily mutually exclusive, namely: • Fee based on the cost of works. • Separate payment for services that are additional to those provided for in the normal fee-based calculation. • Time based fees; and • Reimbursable expenses.
Determination of Remuneration. If no agreement on the amount of consideration for the Shares can be reached within 4 (four) weeks following receipt of the termination notice by the remaining shareholder(s), the fair market value of the shares shall be determined by a certified Austrian auditing and tax consultancy company or by a certified Austrian auditor and tax consultant mutually agreed upon by AboveNet and RRZ (hereinafter referred to as "the Arbitration Expert"). If AboveNet and RRZ cannot agree to an arbitration expert within 14 (fourteen) days, each shall select an expert and have the price evaluated. If the two evaluations are more than 20 (twenty) % apart, an Arbitration Expert shall be appointed upon application by one of the shareholders by the President of the Vienna Chamber of Certified Accountants. The arbitration opinion by this expert shall be binding upon the respective Parties. The costs for the Arbitration Expert shall be shared by the Parties, whereby AboveNet shall pay 50% and RRZ shall pay 50%.
