Common use of Certain Insured Claims Clause in Contracts

Certain Insured Claims. Notwithstanding anything to the contrary ---------------------- in this Agreement, Waban will indemnify and hold BJI harmless from and against any and all Indemnifiable Losses resulting, directly or indirectly, from claims made or deemed made (under the applicable insurance policy) prior to the Distribution Date (or with respect to property insurance policies, prior to October 31, 1997) which relate to the BJI Assets or the BJI Business and which arise from or relate to events or occurrences prior to the Distribution Date (or with respect to property insurance policies, prior to October 31, 1997), if such claims would be covered by the Insurance Program; provided, however, that Waban shall only be required to -------- ------- indemnify and hold BJI harmless pursuant to this Section 2.7.2 (i) to the extent such Indemnifiable Losses exceed any applicable deductibles under the Insurance Program (the payment of which deductibles shall be the responsibility of BJI) and (ii) to the extent Waban actually receives a payment under the Insurance Program with respect to such Indemnifiable Losses. To the extent that BJI seeks any indemnity pursuant to this Section 2.7.2, the provisions of Section 5 hereof shall apply thereto, and BJI shall be treated as the Indemnitee and Waban shall be treated as the Indemnifying Party under such provisions; provided, however, that BJI shall pay all out of pocket costs which are -------- ------- reasonably incurred by Waban after the Distribution Date in defending any such claims under an insurance policy relating to the BJI Assets or the BJI Business and BJI shall make available to Waban such of its employees as Waban may reasonably request as witnesses or deponents in connection with Waban's defense of claims, at BJI's sole cost and expense.

Certain Insured Claims. Notwithstanding anything to the contrary ---------------------- in this Agreement, Waban SFX will indemnify and hold BJI Entertainment harmless from and against any and all Indemnifiable Losses resulting, directly or indirectly, from claims made or deemed made (under the applicable insurance policy) prior to the Distribution Date (or with respect to property insurance policies, prior to October 31, 1997) which relate to the BJI Assets or the BJI Business Transferred Businesses and which arise from or relate to events or occurrences prior to the Distribution Date (or with respect to property insurance policies, prior to October 31, 1997)Date, if such claims would be covered by the Insurance Program; provided, however, that Waban SFX shall only be required to -------- ------- indemnify and hold BJI Entertainment harmless pursuant to this Section 2.7.2 (i) for any Indemnifiable Loss only up to the extent such Indemnifiable Losses exceed any applicable deductibles under amount that is covered by the Insurance Program (for each such claim and collected or received by SFX. SFX will use its reasonable commercial efforts to obtain coverage for the payment of which deductibles shall Entertainment claims that may be the responsibility of BJI) made against current and (ii) to the extent Waban actually receives a payment under the Insurance Program with respect to such Indemnifiable Lossespast insurers. To the extent that BJI Entertainment seeks any indemnity pursuant to this Section 2.7.29.2, the provisions of Section Article 5 hereof shall apply thereto, and BJI Entertainment shall be treated as the Indemnitee and Waban SFX shall be treated as the Indemnifying Party under such provisions; provided, however, that BJI Entertainment shall pay all out of pocket costs which are -------- ------- reasonably incurred by Waban SFX after the Distribution Date in defending any such claims under an insurance policy relating to the BJI Assets or Transferred Businesses, including the BJI Business salaries of employees based on the portion of time spent on such claims and BJI Entertainment shall make available to Waban SFX such of its employees as Waban SFX may reasonably request as witnesses or deponents in connection with WabanSFX's defense of claims, at BJIEntertainment's sole cost and expense. In addition to any of the obligations of Entertainment contained in this Agreement, Entertainment shall be obligated to pay over to SFX any proceeds that are received from any other party under the Insurance Program to the extent of, and with respect to, any Indemnifiable Loss (as limited by the proviso to the first sentence of this Section 9.2) suffered by Entertainment relating to the Transferred Businesses provided that SFX has fulfilled its obligations under this Section 9.2.

Certain Insured Claims. Notwithstanding anything to the ---------------------- contrary ---------------------- in this Agreement, Waban will indemnify and hold BJI harmless from and against any and all Indemnifiable Losses resulting, directly or indirectly, from claims made or deemed made (under the applicable insurance policy) Separation and Distribution Agreement prior to the Distribution Date (or with respect to property insurance policies, prior to October 31, 1997) which relate to the BJI Assets or the BJI Business and which arise from or relate to events or occurrences prior to the Distribution Date (or with respect to property insurance policies, prior to October 31, 1997), if such claims would be covered by the Insurance Program; provided, however, that Waban shall only be required to -------- ------- to indemnify and hold BJI harmless pursuant to this Section 2.7.2 only (i) to the extent such Indemnifiable Losses exceed any applicable deductibles under the Insurance Program (the payment of which deductibles shall be the responsibility of BJI) and (ii) to the extent Waban actually receives a cash payment under from insurance carriers pursuant to the Insurance Program with respect to such Indemnifiable Losses. To the extent that BJI seeks any indemnity pursuant to this Section 2.7.2, the provisions of Section Article 5 hereof shall apply thereto, and BJI shall be treated as the Indemnitee and Waban shall be treated as the Indemnifying Party under such provisions; provided, however, that BJI shall pay all -------- ------- out of pocket costs (including attorneys' and accountants' fees and disbursements) which are -------- ------- reasonably incurred by Waban after the Distribution Date in defending any such claims under an insurance policy relating to the BJI Assets or the BJI Business and BJI shall make available to Waban such of its employees as Waban may reasonably request as witnesses or deponents in connection with Waban's defense of claims, at BJI's sole cost and expense.