Common use of Insurance Recoveries; Tax Benefits Clause in Contracts

Insurance Recoveries; Tax Benefits. Any indemnity payment made by Shareholders to any Acquirer Indemnified Party, on the one hand, or by Acquirer to any Shareholder Indemnified Party, on the other hand, pursuant to this Section 12 in respect of any claim (i) shall be net of an amount equal to (x) any insurance proceeds realized by and paid to the respective Shareholder Indemnified Parties or Acquirer Indemnified Parties minus (y) any related costs and expenses, including the aggregate cost of pursuing any related insurance claims plus any correspondent increases in insurance premiums or other chargebacks, and (ii) shall be (A) reduced by an amount equal to the tax benefits, if any, attributable to such claim and (B) increased by an amount equal to the taxes, if any, attributable to the receipt of such indemnity payment, but only to the extent that such tax benefits are actually realized, or such taxes are actually paid, as the case may be, by Shareholder Indemnified Parties or Acquirer Indemnified Parties or any consolidated, combined or unitary group of which such Shareholder Indemnified Parties or Acquirer Indemnified Parties are a member.

Insurance Recoveries; Tax Benefits. Any indemnity payment made by Shareholders the Target Shareholder to any Acquirer Indemnified Party, on the one hand, or by Acquirer to any Target Shareholder Indemnified Party, on the other hand, pursuant to this Section 12 11 in respect of any claim (i) shall be net of an amount equal to (x) any insurance proceeds realized by and paid to the respective Target Shareholder Indemnified Parties or Acquirer Indemnified Parties minus (y) -38- any related costs and expenses, including the aggregate cost of pursuing any related insurance claims plus any correspondent increases in insurance premiums or other chargebacks, and (ii) shall be (A) reduced by an amount equal to the tax benefits, if any, attributable to such claim and (B) increased by an amount equal to the taxes, if any, attributable to the receipt of such indemnity payment, but only to the extent that such tax benefits are actually realized, or such taxes are actually paid, as the case may be, by the Target Shareholder Indemnified Parties or Acquirer Indemnified Parties or any consolidated, combined or unitary group of which such Target Shareholder Indemnified Parties or Acquirer Indemnified Parties are a member.

Insurance Recoveries; Tax Benefits. Any indemnity payment made by Shareholders Shareholder to any Acquirer Indemnified Party, on the one hand, or by Acquirer to any Shareholder Indemnified Party, on the other hand, pursuant to this Section 12 in respect of any claim (i) shall be net of an amount equal to (x) any insurance proceeds realized by and paid to the respective Shareholder Indemnified Parties or Acquirer Indemnified Parties minus (y) any related costs and expenses, including the aggregate cost of pursuing any related insurance claims plus any correspondent increases in insurance premiums or other chargebacks, and (ii) shall be (A) reduced by an amount equal to the tax benefits, if any, attributable to such claim and (B) increased by an amount equal to the taxes, if any, attributable to the receipt of such indemnity payment, but only to the extent that such tax benefits are actually realized, or such taxes are actually paid, as the case may be, by Shareholder Indemnified Parties or Acquirer Indemnified Parties or any consolidated, combined or unitary group of which such Shareholder Indemnified Parties or Acquirer Indemnified Parties are a member.

Insurance Recoveries; Tax Benefits. Any indemnity payment made by Shareholders the PMAC Indemnitors to any Acquirer ANSYS Indemnified Party, on the one hand, or by Acquirer ANSYS to any Shareholder PMAC Indemnified Party, on the other hand, pursuant to this Section 12 Article 10 in respect of any claim (i) shall be net of an amount equal to (x) any insurance proceeds realized by and paid to the respective Shareholder Indemnified Parties ANSYS or Acquirer PMAC Indemnified Parties minus (y) any related costs and expenses, including the aggregate cost of pursuing any related insurance claims plus any correspondent increases in insurance premiums or other chargebacks, and (ii) shall be (A) reduced by an amount equal to the tax benefits, if any, attributable to such claim and (B) increased by an amount equal to the taxes, if any, attributable to the receipt of such indemnity payment, but only to the extent that such tax benefits are actually realized, or such taxes are actually paid, as the case may be, by Shareholder Indemnified Parties the ANSYS or Acquirer PMAC Indemnified Parties or any consolidated, combined or unitary group of which such Shareholder Indemnified Parties ANSYS or Acquirer PMAC Indemnified Parties are a member.