Damage Limitations. In the event any Claim or Action hereunder results in a Tax benefit or is an insured loss to the indemnified Party, the indemnifying Party will be entitled to take a credit against any liability thereunder in the amount by which any Taxes of the indemnified Party will be reduced by reason of any deduction or adjustment allowed the indemnified Party for any payment, settlement, satisfaction of such claim, as well as in the amount of and to the extent of any insurance proceeds to which the indemnified Party is entitled. For purposes hereof, it will be presumed that the maximum possible Tax benefit is derived in the shortest time period possible.
Appears in 3 contracts
Samples: Asset Purchase and License Agreement (Mabvax Therapeutics Holdings, Inc.), Asset Purchase and License Agreement (Mabvax Therapeutics Holdings, Inc.), Asset Purchase and License Agreement (Mabvax Therapeutics Holdings, Inc.)
Damage Limitations. In the event any Claim or Action hereunder results in a Tax benefit or is an insured loss to the indemnified Party, the indemnifying Party will be entitled to take a credit against any liability thereunder in the amount by which any Taxes of the indemnified Party will be reduced by reason of any deduction or adjustment allowed the indemnified Party for any payment, settlement, satisfaction of such claim, as well as in the amount of and to the extent of any insurance proceeds to which the indemnified Party is entitled. For purposes hereof, it will be presumed that the maximum possible Tax benefit is derived in the shortest time period possible. 13.
Appears in 1 contract
Samples: Asset Purchase and License Agreement