Common use of Losses Net of Insurance Proceeds and Other Third-Party Recoveries Clause in Contracts

Losses Net of Insurance Proceeds and Other Third-Party Recoveries. All Losses for which any Indemnified Party would otherwise be entitled to indemnification under this Article VIII shall be reduced by the amount of insurance proceeds, indemnification payments and other third-party recoveries actually received by any Indemnified Party in respect of any Losses incurred by such Indemnified Party. In the event any Indemnified Party is entitled to any insurance proceeds, indemnity payments or any third-party recoveries in respect of any Losses for which such Indemnified Party is entitled to indemnification pursuant to this Article VIII, such Indemnified Party shall use commercially reasonable efforts to obtain, receive or realize such proceeds, payments or recoveries, which in no event shall require any Person to initiate or threaten litigation. In the event that any such insurance proceeds, indemnity payments or other third-party recoveries are actually received by an Indemnified Party subsequent to receipt by such Indemnified Party of any indemnification payment hereunder in respect of the claims to which such insurance proceeds, indemnity payments or other third-party recoveries relate, appropriate refunds shall be made promptly by the relevant Indemnified Parties of all or the relevant portion of such indemnification payment.

Losses Net of Insurance Proceeds and Other Third-Party Recoveries. All Losses for which any Indemnified Party would otherwise be entitled to indemnification under this Article VIII VI shall be reduced by the amount of (i) insurance proceeds, indemnification payments and other third-party recoveries actually received by to which any Indemnified Party is entitled in respect of any Losses incurred by such Indemnified PartyParty and which has actually been received, obtained and realized by such Indemnified Party and (ii) any Tax benefits actually realized by the Indemnified Party in respect of any such Losses. In the event any Indemnified Party is entitled to any insurance proceeds, indemnity indemnification payments or any third-party recoveries in respect of any Losses for which such Indemnified Party is entitled to indemnification pursuant to this Article VIIIVI, such Indemnified Party shall use commercially reasonable efforts to obtain, receive or realize such proceeds, benefits, payments or recoveries, which in no event shall require any Person to initiate or threaten litigation. In the event that any such insurance proceeds, indemnity indemnification payments or other third-party recoveries are actually received realized by an Indemnified Party subsequent to receipt by such Indemnified Party of any indemnification payment hereunder in respect of the claims to which such insurance proceeds, indemnity indemnification payments or other third-party recoveries relate, appropriate refunds shall be made promptly by the relevant Indemnified Parties of all or the relevant portion of such indemnification payment, less all costs of recovery and Taxes imposed with respect thereto. An Indemnified Party shall use its reasonable best efforts to mitigate any Damages for which it is entitled to indemnification pursuant to this Article VI, provided that all costs of mitigation shall be taken into account in calculating Losses hereunder.

Losses Net of Insurance Proceeds and Other Third-Party Recoveries. All Notwithstanding anything to the contrary in this Agreement, the amount of all Losses for which any Indemnified Party would otherwise be entitled to indemnification under this Article VIII ARTICLE 9 shall be reduced by (a) the amount of proceeds from third-party insurance proceedscarriers (i.e., not self-insurance), (b) indemnification payments payments, and (c) other third-party recoveries actually received by which such Party or any Indemnified Party Affiliate thereof receives or obtains in respect of any Losses incurred by such Indemnified Party. In the event any Indemnified Party is entitled to any insurance proceeds(in each case, indemnity payments or any third-party recoveries in respect net of any Losses for which reasonable and documented out-of-pocket costs associated with recovering such Indemnified Party is entitled to indemnification pursuant to this Article VIII, amounts and any documented increase in premiums incurred as a result of recovering such Indemnified Party shall use commercially reasonable efforts to obtain, receive or realize such proceeds, payments or recoveries, which in no event shall require any Person to initiate or threaten litigationamounts). In the event that any such insurance proceeds, indemnity payments or other third-party recoveries are actually received or realized by an Indemnified Party subsequent to receipt by such Indemnified Party of any indemnification payment hereunder in respect of the claims to which such insurance proceeds, indemnity payments or other third-party recoveries relate, appropriate refunds shall be made promptly by the relevant Indemnified Parties Party of all or the relevant portion of such indemnification paymentpayment (in each case, net of and any reasonable and documented out-of-pocket costs associated with recovering such amounts and any documented increase in premiums incurred as a result of recovering such amounts). Such refunds (if any) will be paid to the Indemnifying Party within [***] of receipt of such refund by the relevant Indemnified Parties.

Losses Net of Insurance Proceeds and Other Third-Party Recoveries. All Losses for which any Indemnified Party would otherwise be entitled to indemnification under this Article VIII ARTICLE 8 shall be reduced by the any amount of insurance proceeds, indemnification payments proceeds and other third-party recoveries actually received by any the Indemnified Party in respect of any Losses such Losses, in each case, net of expenses and costs incurred by in securing such Indemnified Party. In the event any Indemnified Party is entitled to any insurance proceeds, indemnity payments proceeds or any third-party recoveries in respect of any Losses for which such Indemnified Party is entitled to indemnification pursuant to this Article VIII, such Indemnified Party shall use commercially reasonable efforts to obtain, receive or realize such proceeds, payments or recoveries, which in no event shall require any Person to initiate or threaten litigationrecovery. In the event that any such insurance proceeds, indemnity payments proceeds or other third-party recoveries that would reduce Losses in accordance with this Agreement are actually received by an Indemnified Party subsequent to receipt by such Indemnified Party of any indemnification payment hereunder in respect of the claims to which such insurance proceeds, indemnity payments proceeds or other third-party recoveries relate, appropriate refunds shall be made promptly by the relevant Indemnified Parties Party shall within ten (10) Business Days of all receipt of such insurance proceeds or other third party recoveries remit the relevant amount of the previously received indemnification payment up to the amount of insurance or other third party recovery, net of expenses and costs incurred in securing such proceeds or recovery; provided, that for the avoidance of doubt in no event shall such Indemnified Party have any obligation to remit to Seller, any portion of such insurance proceeds or other third-party recoveries in excess of the indemnification paymentpayment actually received by such Indemnified Party with respect to such claims. Purchaser shall use its commercially reasonable efforts to seek recovery for any Losses indemnifiable hereunder under the representations and warranties insurance policy it obtains in connection with this Agreement and the Botanist Purchase Agreement.