Common use of Allocation of Insurance Proceeds Clause in Contracts

Allocation of Insurance Proceeds. Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared Policy, and Trinity shall thereafter administer the Third Party Shared Policies, as appropriate, by retaining the Insurance Proceeds with respect to Trinity Liabilities, and by paying the Insurance Proceeds to Arcosa with respect to Arcosa Liabilities. In the event that the aggregate limits on any Third Party Shared Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groups, the Parties agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been covered under such Third Party Shared Policy without regard to the limits of such Third Party Shared Policy, and any Party who has received Insurance Proceeds in excess of such Party's respective percentage of Insurance Proceeds shall pay to the other Party the appropriate amount so that each Party will have received its respective percentage of Insurance Proceeds pursuant hereto. Each of the Parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.

Allocation of Insurance Proceeds. Except as otherwise provided in Section 10.3, Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared PolicyRemainCo, and Trinity which shall thereafter administer the Third Party Shared PoliciesPolicies by, as appropriate, by retaining the Insurance Proceeds with respect to Trinity RemainCo Liabilities, and by paying the Insurance Proceeds to Arcosa SpinCo with respect to Arcosa the SpinCo Liabilities. Payment of the allocable portions of indemnity costs of Insurance Proceeds resulting from such Policies will be made by RemainCo to (or retained by) the appropriate Party upon receipt from the insurance carrier. In the event that the aggregate limits on any Third Party Shared Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groupsboth SpinCo and RemainCo, the Parties SpinCo and RemainCo agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been were covered under such Third Party Shared Policy without regard to the limits (their “allocable portion of such Third Party Shared PolicyInsurance Proceeds”), and any Party who has received Insurance Proceeds in excess of such Party's respective percentage ’s allocable portion of Insurance Proceeds shall pay to the other Party the appropriate amount so that each Party will have received its respective percentage allocable portion of Insurance Proceeds pursuant hereto. Each of the Parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.

Allocation of Insurance Proceeds. Insurance Proceeds received with respect to claims, costs and expenses under the Third Party remaining Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared PolicyIMS HEALTH, and Trinity which shall thereafter administer such Policies by paying the Third Party Shared Policies, as appropriate, Insurance Proceeds to Gartner with respect to Gartner Liabilities and by retaining the Insurance Proceeds with respect to Trinity IMS HEALTH Liabilities, and by paying . Payment of the allocable portions of Insurance Proceeds resulting from such Policies will be made by IMS HEALTH to Arcosa Gartner as appropriate upon receipt from the insurance carrier (except as provided below in subclause (B) of clause (ii) of this Section 6.3(c)) and following consultation with respect to Arcosa LiabilitiesGartner. In the event that the aggregate limits on any Third Party Shared Policies are exceeded by the aggregate of outstanding Insured Claims by both of the Parties or members of their respective Groupsparties hereto, the Parties agree parties agree: (i) to allocate the first $150 million (or, to the extent the aggregate limits on such Shared Policies are reinstated, $150 million plus such amount reinstated) of Insurance Proceeds received thereunder based upon their the respective percentage of the total of their bona fide claims which would premiums paid for Shared Policies, except that in no event shall a party be entitled to Insurance Proceeds in excess of its Insured Claims and any amount recovered by such party in excess of such Insured Claims shall be available to the other party to the extent of its Insured Claims; and (ii) that all Insurance Proceeds in excess of $150 million (or, to the extent the aggregate limits on such Shared Policies are reinstated, $150 million plus such amount reinstated) shall be payable to and retained by IMS HEALTH: (A) first, to the full extent of any Insured Claims of IMS HEALTH not satisfied by the first $150 million (or, to the extent the aggregate limits on such Shared Policies are reinstated, $150 million plus such amount reinstated) of Insurance Proceeds; and (B) second, to the full extent of any Insured Claims of Gartner, to be paid to Gartner only when and to the extent that (1) the aggregate Insurance Proceeds received by IMS Health in excess of $150 million (or, to the extent the aggregate limits on such Shared Policies are reinstated, $150 million plus such amount reinstated) exceed the sum of (A) the aggregate amount of such proceeds that have been covered under such Third Party Shared Policy without regard paid to IMS Health in respect of Insured Claims of IMS Health (not Gartner) and (B) the aggregate amount of Insured Claims of IMS Health (not Gartner) that (x) IMS Health has previously submitted to the limits of such Third Party Shared Policyinsurance carrier or carriers, (y) have not yet been paid to IMS Health, and any Party (z) IMS Health continues to claim a right to receive payment on; and (2) it would be impossible for IMS Health to submit additional Insured Claims under the Shared Policies. Any party who has received Insurance Proceeds in excess of such Partyparty's respective percentage allocable portion of Insurance Proceeds shall pay to the other Party party the appropriate amount so that each Party party will have received its respective percentage allocable portion of Insurance Proceeds pursuant hereto. Each of the Parties parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.

Allocation of Insurance Proceeds. Except as otherwise provided in Section 10.3 and Section 10.4, and where not in conflict with or prohibited by specific insurance policy conditions, Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared PolicyParent, and Trinity which shall thereafter administer the Third Party Shared PoliciesPolicies by paying the Insurance Proceeds, as appropriate, by retaining the Insurance Proceeds to Parent with respect to Trinity LiabilitiesRetained Business Liabilities or, and by paying the Insurance Proceeds to Arcosa Spinco with respect to Arcosa LDC Liabilities. Payment of the allocable portions of indemnity costs of Insurance Proceeds resulting from such Shared Policies will be made by Parent to the appropriate Party upon receipt from the insurance carrier. In the event that the aggregate limits on any Third Party Shared Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective the two Groups, the relevant Parties agree to allocate the Insurance Proceeds received thereunder for those Insured Claims based upon which relevant Group had such Insured Claim, or if the relevant Group is undeterminable, based upon which relevant Group was originally allocated the insurance premium (their respective percentage “Allocable Portion of the total of their bona fide claims which would have been covered under such Third Party Shared Policy without regard to the limits of such Third Party Shared PolicyInsurance Proceeds”), and any Party who has received Insurance Proceeds in excess of such Party's respective percentage ’s Allocable Portion of Insurance Proceeds shall pay to the other Party the appropriate amount so that each Party will have received its respective percentage Allocable Portion of Insurance Proceeds pursuant hereto. Each of the The Parties agrees agree to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided. In the event that the aggregate limits on any Shared Policies are exceeded by the aggregate of outstanding Insured Claims, however, that any allocation the Parties will negotiate with the Shared Policies’ insurers for a full reinstatement of such Shared Policies’ aggregate limits for their mutual benefits. Costs for such reinstatement to be borne by the Parties based on their Allocated Portion of the Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third partiesattributable to that policy’s Insured Claims.

Allocation of Insurance Proceeds. Except as otherwise provided in Section 10.3, Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Policies which are issued to any Captive Insurer shall be paid to or on behalf of Trinity the Captive Insurer that is the insured under the relevant Third Party Shared Policy, and Trinity which Captive Insurer shall thereafter administer the Third Party Shared PoliciesPolicies by paying the Insurance Proceeds, as appropriate, by retaining the Insurance Proceeds to Duke Energy with respect to Trinity Liabilities, Power Liabilities covered by any Captive Power Policy and Spectra Energy with respect to Gas Liabilities covered by paying the any Captive Gas Policy. Payments of Insurance Proceeds to Arcosa such Captive Insurer with respect to Arcosa Liabilitiesany Unallocated Liability covered by either a Captive Power Policy or a Captive Gas Policy, as the case may be, shall be paid by such Captive Insurer to the Parties in accordance with their respective Allocated Percentage. In the event that the aggregate limits on any Third Party Shared Policies (except in the case of any Unallocated Liability which is covered in the preceding sentence) are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groups, the Parties agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been were covered under such Third Party Shared Policy without regard to the limits of such Third Party Shared Policy, and any Party who has received Insurance Proceeds in excess of such Party's ’s respective percentage of Insurance Proceeds shall pay to the other Party the appropriate amount so that each Party will have received its respective percentage of Insurance Proceeds pursuant hereto. Each of the Parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.

Allocation of Insurance Proceeds. Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Harrxx Xxxred Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared PolicyHarrxx, and Trinity xxich shall thereafter administer the Third Party Shared PoliciesHarrxx Xxxred Policies by paying the Insurance Proceeds, as appropriate, by retaining to Harrxx xxxh respect to Harrxx Xxxbilities and to Lanixx xxxh respect to the Lanixx Xxxbilities. Payment of the allocable portions of indemnity costs of Insurance Proceeds with respect to Trinity Liabilities, and resulting from such Policies will be made by paying Harrxx xx the Insurance Proceeds to Arcosa with respect to Arcosa Liabilitiesappropriate party upon receipt from the insurance carrier. In the event that the aggregate limits on any Third Party Shared Harrxx Xxxred Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groupsrelevant parties hereto, the Parties such parties agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been were covered under such Third Party Shared Harrxx Xxxred Policy without regard to the limits (their "allocable portion of such Third Party Shared PolicyInsurance Proceeds"), and any Party party who has received Insurance Proceeds in excess of such Partyparty's respective percentage allocable portion of Insurance Proceeds shall pay to the other Party party the appropriate amount so that each Party party will have received its respective percentage allocable portion of Insurance Proceeds pursuant hereto. Each of the Parties parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Harrxx Xxxred Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Harrxx Xxxred Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.

Allocation of Insurance Proceeds. Insurance Proceeds received with respect to claims, costs and expenses under the Third Party InfoCure Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared PolicyInfoCure, and Trinity which shall thereafter administer the Third Party InfoCure Shared PoliciesPolicies by paying the Insurance Proceeds, as appropriate, by retaining the Insurance Proceeds to InfoCure with respect to Trinity Liabilities, InfoCure Liabilities and by paying the Insurance Proceeds to Arcosa PracticeWorks with respect to Arcosa the Assumed Liabilities. Payment of the allocable portions of indemnity costs of Insurance Proceeds resulting from such Policies will be made by InfoCure to the appropriate party upon receipt from the insurance carrier. In the event that the aggregate limits on any Third Party InfoCure Shared Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groupsrelevant parties hereto, the Parties such parties agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been were covered under such Third Party InfoCure Shared Policy without regard to the limits (their "allocable portion of such Third Party Shared PolicyInsurance Proceeds"), and any Party party who has received Insurance Proceeds in excess of such Partyparty's respective percentage allocable portion of Insurance Proceeds shall pay to the other Party party the appropriate amount so that each Party party hereto will have received its respective percentage allocable portion of Insurance Proceeds pursuant hereto. Each of the Parties parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party InfoCure Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Insured Claim to the extent coverage limits under a Third Party InfoCure Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.

Allocation of Insurance Proceeds. Except as otherwise provided in Section 9.02, Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared PolicyCS, and Trinity which shall thereafter administer the Third Party Shared PoliciesPolicies by paying the Insurance Proceeds, as appropriate, to CS with respect to Cadbury plc Liabilities and to DPS with respect to Beverages Liabilities, net of the reasonable, documented out-of-pocket costs incurred by retaining CS in administering the applicable claim (it being understood that such costs shall fairly reflect the costs to CS of providing such administrative services, including the costs incurred by CS in respects of any increased premiums resulting from any such claims on such Shared Policy and a reasonable allocation for salary, wages, benefits, Taxes and other expenses directly attributable thereto and without any markup for profit). CS will provide documentation of any reasonable out-of-pocket costs incurred at the time of payment of the allocable portions of the indemnity costs and Insurance Proceeds to DPS. Payment of the allocable portions of indemnity costs of Insurance Proceeds resulting from such Policies will be made by CS to the appropriate Party upon receipt from the insurance carrier. Each Party agrees to obtain for itself and each member of its Group insurance policies (in forms and amounts determined by that Party), which shall be effective as of the Distribution Date, to cover any Cadbury plc Liabilities or Beverages Liabilities, as applicable, that exceed the Insurance Proceeds with respect to Trinity Liabilities, and by paying the Insurance Proceeds to Arcosa with respect to Arcosa Liabilities. In the event that the aggregate limits on any Third Party available from such Shared Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groups, the Parties agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been covered under such Third Party Shared Policy without regard to the limits of such Third Party Shared Policy, and any Party who has received Insurance Proceeds in excess of such Party's respective percentage of Insurance Proceeds shall pay to the other Party the appropriate amount so that each Party will have received its respective percentage of Insurance Proceeds pursuant heretoPolicies. Each of the Parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all other responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, parties in respect of an Shared Policy Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Shared Policy Insured Claim; provided, however, Claim (it being understood that the obligation to use commercially reasonable efforts to recover from all other responsible parties in respect of a Shared Policy Insured Claim shall not require any allocation of Insurance Proceeds shall be made net of Party to commence any recovery, whenever obtained, from litigation proceedings against any such other responsible third partiesparty).

Allocation of Insurance Proceeds. Insurance Proceeds received with respect to claims, costs and expenses under the Third Party Shared Policies shall be paid to or on behalf of Trinity under the relevant Third Party Shared Policy, and Trinity shall thereafter administer the Third Party Shared Policies, as appropriate, by retaining the Insurance Proceeds with respect to Trinity Liabilities, and by paying the Insurance Proceeds to Arcosa with respect to Arcosa Liabilities. In the event that the aggregate limits on any Third Party Shared Policies are exceeded by the aggregate of outstanding Insured Claims by the Parties or members of their respective Groups, the Parties agree to allocate the Insurance Proceeds received thereunder based upon their respective percentage of the total of their bona fide claims which would have been covered under such Third Party Shared Policy without regard to the limits of such Third Party Shared Policy, and any Party who has received Insurance Proceeds in excess of such Party's ’s respective percentage of Insurance Proceeds shall pay to the other Party the appropriate amount so that each Party will have received its respective percentage of Insurance Proceeds pursuant hereto. Each of the Parties agrees to use commercially reasonable efforts to maximize available coverage under those Third Party Shared Policies applicable to it, and to take all commercially reasonable steps to recover from all responsible third parties, other than the Trinity Indemnified Parties and the Arcosa Indemnified Parties, in respect of an Insured Claim to the extent coverage limits under a Third Party Shared Policy have been exceeded or would be exceeded as a result of such Insured Claim; provided, however, that any allocation of Insurance Proceeds shall be made net of any recovery, whenever obtained, from such other responsible third parties.