Common use of Calculation of Indemnity Payments Clause in Contracts

Calculation of Indemnity Payments. The amount of any Damages for which indemnification is provided under this Article IV shall be net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Damage and shall be (i) increased to take account of any net Tax cost actually incurred by the Indemnified Party arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (ii) reduced to take account of any net Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such indemnified amount. In computing the amount of any such Tax cost or Tax benefit, the Indemnified Party shall be deemed to recognize all other items of income, gain, loss, deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified amount.

Appears in 1 contract

Samples: Guaranty Agreement (CTC Media, Inc.)

AutoNDA by SimpleDocs

Calculation of Indemnity Payments. The amount of any Damages Loss for which indemnification is provided under this Article IV XI shall be net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Damage and Loss. Such amount shall be (iy) increased to take account of any net Tax cost actually incurred by the Indemnified Party arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (iiz) reduced to take account of any net Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such indemnified amount. In computing the amount of any such Tax cost or Tax benefit, the Indemnified Party shall be deemed to recognize all other items of income, gain, loss, deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified amount.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Retirement Corp)

Calculation of Indemnity Payments. The amount of any Damages Loss for which indemnification is provided under this Article IV IX shall be net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Damage Loss and shall be (ia) increased to take account of any net Tax cost actually incurred by the Indemnified Party arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (iib) reduced to take account of any net Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such indemnified amount. In computing the amount of any such Tax cost or Tax benefit, the Indemnified Party shall be deemed to recognize all other items of income, gain, loss, deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified amount.

Appears in 1 contract

Samples: Stock Purchase Agreement (TAL International Group, Inc.)

Calculation of Indemnity Payments. The amount of any Damages Loss for which indemnification is provided under this Article IV VII shall be net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Damage Loss and shall be (ia) increased to take account of any net Tax cost actually incurred by the Indemnified Party arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (iib) reduced to take account of any net Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such indemnified amount. In computing the amount of any such Tax cost or Tax benefit, the Indemnified Party shall be deemed to recognize all other items of income, gain, loss, deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified amount.

Appears in 1 contract

Samples: Stock Purchase Agreement (Primedia Co Inc)

AutoNDA by SimpleDocs

Calculation of Indemnity Payments. The amount of any Damages loss for which indemnification is provided under this Article IV Section 11 or Section 5.12 above shall be net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Damage loss and shall be (ia) increased to take account of any net Tax tax cost actually incurred by the Indemnified Party arising from the receipt of the indemnity payments hereunder (grossed up for such increase) ), and (iib) reduced to take account of any net Tax tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such indemnified amount. In computing the amount of any such Tax tax cost or Tax tax benefit, the Indemnified Party shall be deemed to recognize all other items of income, gain, loss, deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified amount.

Appears in 1 contract

Samples: Stock Purchase Agreement (Valmont Industries Inc)

Calculation of Indemnity Payments. The amount of any Damages for which indemnification is provided under this Article IV VI shall be net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Damage and shall be (i) increased to take account of any net Tax cost actually incurred by the Indemnified Party arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (ii) reduced to take account of any net Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such indemnified amount. In computing the amount of any such Tax cost or Tax benefit, the Indemnified Party shall be deemed to recognize all other items of income, gain, loss, deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified amount.

Appears in 1 contract

Samples: Purchase Agreement (CTC Media, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.