Losses Net of Insurance. The amount of any Losses for which indemnification is provided under this Article 11 shall be net of any amounts recovered or recoverable by the indemnified party under insurance policies with respect to such Losses.
Losses Net of Insurance. The amount of any and all Losses under this Section 11 shall be determined net of any amounts recovered or recoverable by the Indemnified Party under insurance policies with respect to such Losses. Each party hereby waives, to the extent permitted under its applicable insurance policies, any subrogation rights that its insurer may have with respect to any indemnifiable Losses.
Losses Net of Insurance. The amount of any Loss for which indemnification is provided under this ARTICLE X shall be net of any amounts recovered by the Indemnitee under insurance policies or in respect of any indemnity or contribution with respect to such Loss.
Losses Net of Insurance. The amount of any Loss for which indemnification is provided under Section 9.2 or Section 9.3 shall be net of (a) any amounts actually recovered by the Indemnified Party pursuant to any indemnification by or indemnification agreement with any non-affiliated third party, (b) any insurance proceeds actually received as an offset against such Loss, in each case, net of any costs of recovery, and (c) any Tax savings realized by the Indemnified Party or its Affiliates (calculated on a “with and without” basis) with respect to such Loss in the year in which such indemnification payment is made or any prior taxable year. The Indemnified Party shall use commercially reasonable efforts to recover any such indemnification or insurance proceeds if and to the extent available. If the amount to be netted hereunder from any payment required under Section 9.2 or Section 9.3 is determined after payment by the Indemnifying Party of any amount otherwise required to be paid to an Indemnified Party pursuant to this Article IX, the Indemnified Party shall repay to the Indemnifying Party, promptly after such determination, any amount that the Indemnifying Party would not have had to pay pursuant to this Article IX had such determination been made at the time of such payment. The Indemnifying Party may require, as a condition to the provision of any indemnification hereunder, that the Indemnified Party execute an undertaking consistent with its obligations set forth in this Section 9.7. Purchaser shall promptly assign or subrogate to Parent or its designated Affiliates any claim against the insurer of the R&W Insurance Policy, to the extent Purchaser has funded a claim and such claim may reasonably mitigate any Losses that Parent is liable for pursuant to Section 9.2.
Losses Net of Insurance. The amount of any Loss for which indemnification is provided under this Article shall be net of any amounts recovered by the person to be indemnified pursuant to this Article XIII (the "Indemnified Party") under insurance policies with respect to such Loss.
Losses Net of Insurance. The amount of any Loss for which indemnification is provided under this Article 9 shall be net of any amounts recovered by the indemnified party under its insurance policies with respect to such Loss after giving effect to any impact of such claims on the indemnifying party's premiums and other costs of insurance. Each party hereby waives, to the extent permitted under its applicable insurance policies, any subrogation rights that its insurer may have with respect to any indemnified Loss. Any payments made pursuant to this Article 9 shall be treated as an adjustment to the Purchase Price for Tax purposes, unless a final determination (which shall include the execution of a Form 870-AD or successor form) with respect to the indemnified party causes such payment not to constitute an adjustment to the Purchase Price for federal income Tax purposes.
Losses Net of Insurance. The amount of any Losses for which indemnification is provided under this Article VI will be net of any amounts recovered by the Indemnified Party under insurance policies with respect to such Losses. Each Indemnified Party will use commercially reasonable efforts to pursue all potential claims under applicable insurance policies with respect to any Losses; provided, however, any Losses incurred by an Indemnified Party will include any economic effect incurred by such party as a result of such pursuit, including, without limitation, any increases in premium amounts.
Losses Net of Insurance. The amount of any and all Losses under this Section 11 and elsewhere under this Agreement shall be determined net of any amounts actually recovered by the Indemnified Party under insurance policies, indemnities or other reimbursement arrangements with respect to such Losses, net of any expenses related to the receipt of such proceeds, and Buyer shall use, and cause its Affiliates to use, commercially reasonable efforts (which the Parties agree does not require Buyer to commence any litigation or other proceeding) to seek recovery under all insurance covering such Losses to the same extent as it would if such Losses were not subject to indemnification hereunder. Each Party hereby waives, or will procure the waiver of, any subrogation rights that its insurer may have with respect to any indemnifiable Losses.
Losses Net of Insurance. The amount of any Loss for which indemnification is provided under this Article XI shall be net of any amounts actually recovered by the indemnified party under insurance policies with respect to such Loss and any such amounts actually recovered by any indemnified party to the extent relating to any Loss previously paid by any indemnifying party hereunder shall be paid over promptly to such indemnifying party.
Losses Net of Insurance. Etc. The amount of any Loss for which indemnification is provided under this Article IX shall be net of (i) any amount recovered by the indemnified party pursuant to any indemnification by or indemnification agreement with any third party, (ii) any insurance proceeds or other cash receipts or sources of reimbursement received with respect to such loss (and no right of subrogation shall accrue to any insurer or third party indemnitor hereunder). If the amount to be netted hereunder from any payment required under Sections 9.1 or 9.2 is determined after payment to the indemnified party pursuant to this Article IX, the indemnified party shall repay to the indemnifying party, promptly after such determination, any amount that the indemnifying party would not have had to pay pursuant to this Article IX had such determination had been made at the time of such payment.
