Common use of Indemnification Obligations Net of Insurance Proceeds and Other Amounts Clause in Contracts

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement will be net of Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is sought. Accordingly, the amount which any party (an “Indemnifying Party”) is required to pay to any Person entitled to indemnification or reimbursement under this Agreement (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts therefor, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties Parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement Article V will be net of Insurance Proceeds and other amounts received that actually reduce the amount of of, or are paid to the Liability for which indemnification is soughtapplicable Indemnitee in respect of, such Liability. Accordingly, the amount which any party that either Party (an “Indemnifying Party”) is required to pay to any Person entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforin respect of such Liability, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the such Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties Parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement Article VI will be net of Insurance Proceeds and other amounts received that actually reduce the amount of of, or are paid to the Liability for which indemnification is soughtapplicable Indemnitee in respect of, such Liability. Accordingly, the amount which any party that either Party (an “Indemnifying Party”) is required to pay to any Person entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforin respect of such Liability, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the such Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties intend Each of GroceryCo (on behalf of itself and each other member of the GroceryCo Group) and SnackCo (on behalf of itself and each other member of the SnackCo Group) intends that any Liability subject to indemnification or reimbursement pursuant to this Agreement will be net of Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is sought. Accordingly, the amount which any party (an “Indemnifying Party”) Party is required to pay to any Person entitled to indemnification or reimbursement under this Agreement (an “Indemnitee”) Indemnified Party will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee Indemnified Party in reduction of the related Liability. If an Indemnitee Indemnified Party receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts therefor, then the Indemnitee Indemnified Party will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was maderecovered.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties intend that any Liability subject to indemnification or reimbursement obligation pursuant to this Agreement or any Ancillary Agreement will be net of Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is soughtLiability. Accordingly, the amount which any party (an “Indemnifying Party”"INDEMNIFYING PARTY") is required to pay to any Person entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”"INDEMNITEE") will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”"INDEMNITY PAYMENT") required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforProceeds, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties Parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement Article V (an “Indemnifiable Liability”) will be net of Insurance Proceeds and other amounts received that actually reduce the amount of of, or are paid to the Liability for which indemnification is soughtapplicable Indemnitee in respect of, such Liability. Accordingly, the amount which any party that either Party (an “Indemnifying Party”) is required to pay to any Person entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforin respect of such Liability, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the such Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties hereto intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement will be net of (i) Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is soughtsought or (ii) other amounts recovered from any third-party that actually reduce the amount of, or are paid to the applicable Indemnitee in respect of, such Liability (“Third-Party Proceeds”). Accordingly, the amount which any party (an “Indemnifying Party”) is required to pay to any Person entitled to indemnification or reimbursement under Section 5.2 or Section 5.3 of this Agreement (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts or Third-Party Proceeds theretofore actually recovered by or on behalf of the Indemnitee in reduction of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforThird-Party Proceeds, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts Third-Party Proceeds had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (ad) The parties Parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement Article V will be net of Insurance Proceeds and other amounts received that actually reduce the amount of of, or are paid to the Liability for which indemnification is soughtapplicable Indemnitee in respect of, such Liability. Accordingly, the amount which any party that either Party (an “Indemnifying Party”) is required to pay to any Person entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforin respect of such Liability, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the such Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties intend that any Liability Any Indemnifiable Loss subject to indemnification or reimbursement pursuant to this Agreement will Article VII including, for the avoidance of doubt, in respect of any Specified Shared Liability, shall be calculated (i) net of Insurance Proceeds and other amounts received that actually reduce the amount of the Indemnifiable Loss and (ii) net of any proceeds received by the Indemnitee from any third party for such Liability for which indemnification is soughtthat actually reduce the amount of the Indemnifiable Loss (“Third Party Proceeds”). Accordingly, the amount which any party (an “Indemnifying Party”) Party is required to pay to any Person entitled Indemnitee pursuant to indemnification or reimbursement under this Agreement (an “Indemnitee”) will Article VII shall be reduced by any Insurance Proceeds and other amounts or Third Party Proceeds theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related LiabilityIndemnifiable Loss. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability Indemnifiable Loss (an “Indemnity Payment”) and subsequently receives Insurance Proceeds or other amounts thereforThird Party Proceeds, then the Indemnitee will promptly shall pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts Third Party Proceeds had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties Parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement Article V or Article VI ultimately will be net of Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is soughtLiability. Accordingly, the amount which any party Party (an “Indemnifying Party”) is required has paid to pay to or on behalf of any Person person or entity entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforProceeds, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received and any costs or expenses incurred by the Indemnitee in recovering such payment over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (a) The parties intend Each of New Hertz Holdings (on behalf of itself and each other member of the Hertz Group) and HERC Holdings (on behalf of itself and each other member of the HERC Holdings Group) intends that any Liability subject to indemnification or reimbursement pursuant to this Agreement will be net of Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is sought. Accordingly, the amount which any party (an “Indemnifying Party”) Party is required to pay to any Person entitled to indemnification or reimbursement under this Agreement (an “Indemnitee”) Indemnified Party will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee Indemnified Party in reduction of the related Liability. If an Indemnitee Indemnified Party receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts therefor, then the Indemnitee Indemnified Party will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was maderecovered.

Indemnification Obligations Net of Insurance Proceeds and Other Amounts. (ag) The parties Parties intend that any Liability subject to indemnification or reimbursement pursuant to this Agreement Article V or Article VI ultimately will be net of Insurance Proceeds and other amounts received that actually reduce the amount of the Liability for which indemnification is soughtLiability. Accordingly, the amount which any party Party (an “Indemnifying Party”) is required has paid to pay to or on behalf of any Person person or entity entitled to indemnification or reimbursement under this Agreement hereunder (an “Indemnitee”) will be reduced by any Insurance Proceeds and other amounts theretofore actually recovered by or on behalf of the Indemnitee in reduction respect of the related Liability. If an Indemnitee receives a payment (an “Indemnity Payment”) required by this Agreement from an Indemnifying Party in respect of any Liability and subsequently receives Insurance Proceeds or other amounts thereforProceeds, then the Indemnitee will promptly pay to the Indemnifying Party an amount equal to the excess of the Indemnity Payment received and any costs or expenses incurred by the Indemnitee in recovering such payment over the amount of the Indemnity Payment that would have been due if the Insurance Proceeds or other amounts had been received, realized or recovered before the Indemnity Payment was made.