No Fault. The Union agrees to indemnify, defend and hold the County harmless from any and all claims, demands, suits, or any other action arising from the provisions of this section or from complying with any demand for termination or revocation hereunder.
No Fault. If such Distribution Taxes are not attributable to the Fault of any Party or any of its Affiliates, the responsibility for such Distribution Taxes shall, if (i) certain and known to the Parties at the time of the Distributions, reside with the Party or Parties responsible for the payment of such Taxes under Article III, but only to the extent certain and known; and (ii) not described in (i) above, be shared by the Parties in accordance with their Sharing Percentages.
No Fault. If the Services are found to violate the Intellectual Property Rights of a third party, TeleSign will have no obligation under section 6.4 for any infringement or violation claim that arises as a result of: (i) Client’s use of the Services in breach of the Acceptable Use Policy; (ii) the combination, operation or use of the Services with equipment, software, content, services or data not supplied or recommended by TeleSign in writing; and/or (iii) Client’s failure to use updated or modified software provided by TeleSign to avoid an infringement claim or failure to install upgrades or patches in a timely manner.
No Fault. If such Distribution Taxes are not attributable to the Fault of any Party or any of its Affiliates, the responsibility for such Distribution Taxes shall be shared by the Parties in accordance with their Distribution Sharing Percentages. Notwithstanding anything to the contrary in this Agreement, such Distribution Taxes shall not be subject to Section 9.3 (including for purposes of determining the ITT Federal Income Tax Audit Amount or ITT U.S. State Income Tax Audit Amount).
No Fault. If such Distribution Taxes are not attributable to the Fault for Distribution Purposes of any Party or any of its Affiliates, the responsibility for such Distribution Taxes shall be shared by the Parties in accordance with the Parties’ sharing of Shared Contingent Liabilities pursuant to Section 6.1(b) of the Separation and Distribution Agreement (and not as might otherwise be determined pursuant to Article III, Article VI or Article VIII).
No Fault. It is agreed that no fault position will exist if the term of layoff and its subsequent effects, as described in Article 20.04, should vary due to the peculiarities of the hotel industry. Should this provision be applied, it is understood that each department and each food and beverage outlet will stand on its own as a department.
No Fault. Any Losses by either Party arising out of any product liability or personal injury Claims brought against either Party’s Indemnitees by a Third Party that result from the use by a Third Party of a Collaboration Product, to the extent such Losses cannot be allocated to a Party pursuant to Section 11.3.1 or 11.3.2, shall be deducted from the applicable ImmunityBio Product Revenues and NantKwest Product Revenues under the Financial Exhibit.