Common use of Insufficient Limits of Liability for Retail Ventures Liabilities and DSW Liabilities Clause in Contracts

Insufficient Limits of Liability for Retail Ventures Liabilities and DSW Liabilities. (a) In the event that there are insufficient limits of liability available under Retail Ventures’ Insurance Policies in effect prior to the Distribution Date to cover the Liabilities of Retail Ventures and/or DSW that would otherwise be covered by such Insurance Policies, then to the extent that other insurance is not available to Retail Ventures and/or DSW for such Liabilities an adjustment will be made in accordance with the following procedures: (i) To the extent the Parties are able to specifically quantify and verify the actual Liabilities incurred by each Party to the exclusion of the other Party, each Party will be allocated an amount equal to the product of (A) the actual Liabilities incurred by such Party, divided by the total actual Liabilities incurred by the Parties, times (B) the lesser of (1) the available limits of liability under Retail Ventures’ Insurance Policies in effect prior to the Distribution Date net of uncollectible amounts attributable to insurer insolvencies and (2) the proceeds received from Retail Ventures’ Insurance Policies if the Liabilities are the subject of disputed coverage claims and, following consultation with each other, Retail Ventures and/or DSW agree to accept less than full policy limits from Retail Ventures’ and DSW’s insurers (such available limits and/or proceeds being referred to as the “Coverage Amount”). (ii) To the extent that the Parties are unable to specifically quantify and verify any such Liabilities or any part of such Liabilities to each Party (to the exclusion of the other Party), each Party will be allocated an amount equal to their shared percentage of the Coverage Amount. (iii) A Party who receives more than its share of the Coverage Amount (the “Overallocated Party”) agrees to reimburse the other Party (the “Underallocated Party”) to the extent that the Liabilities of the Underallocated Party that would have been covered under such Insurance Policies is less than the Underallocated Party’s share of the Coverage Amount. (iv) This Section 6.06 shall terminate ten (10) years following the end of the Insurance Transition Period, unless terminated sooner in accordance with the provisions of this Agreement.

Insufficient Limits of Liability for Retail Ventures Liabilities and DSW Liabilities. (a) In the event that there are insufficient limits of liability available under Retail Ventures’ ' Insurance Policies in effect prior to the Distribution Date to cover the Liabilities of Retail Ventures and/or DSW that would otherwise be covered by such Insurance Policies, then to the extent that other insurance is not available to Retail Ventures and/or DSW for such Liabilities an adjustment will be made in accordance with the following procedures: (i) To the extent the Parties are able to specifically quantify and verify the actual Liabilities incurred by each Party to the exclusion of the other Party, each Party will be allocated an amount equal to the product of (A) the actual Liabilities incurred by such Party, divided by the total actual Liabilities incurred by the Parties, times (B) the lesser of (1) the available limits of liability under Retail Ventures’ ' Insurance Policies in effect prior to the Distribution Date net of uncollectible amounts attributable to insurer insolvencies and (2) the proceeds received from Retail Ventures’ ' Insurance Policies if the Liabilities are the subject of disputed coverage claims and, following consultation with each other, Retail Ventures and/or DSW agree to accept less than full policy limits from Retail Ventures’ ' and DSW’s 's insurers (such available limits and/or proceeds being referred to as the “"Coverage Amount”"). (ii) To the extent that the Parties are unable to specifically quantify and verify any such Liabilities or any part of such Liabilities to each Party (to the exclusion of the other Party), each Party will be allocated an amount equal to their shared percentage of the Coverage Amount. (iii) A Party who receives more than its share of the Coverage Amount (the “"Overallocated Party”") agrees to reimburse the other Party (the “"Underallocated Party”") to the extent that the Liabilities of the Underallocated Party that would have been covered under such Insurance Policies is less than the Underallocated Party’s 's share of the Coverage Amount. (iv) This Section 6.06 shall terminate ten (10) years following the end of the Insurance Transition Period, unless terminated sooner in accordance with the provisions of this Agreement.