No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 75 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement, Tax Matters Agreement
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 38 contracts
Samples: Tax Matters Agreement (Healthy Choice Wellness Corp.), Tax Matters Agreement (RXO, Inc.), Tax Matters Agreement (Rxo, LLC)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, damages or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 16 contracts
Samples: Tax Matters Agreement (IAC/InterActiveCorp), Tax Matters Agreement (Vimeo, Inc.), Tax Separation Agreement (Spectrum Group International, Inc.)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law Law or equity. Unless expressly required in this Agreement, a party shall not be required to exhaust all remedies available under other agreements or at law Law or equity before recovering under the remedies provided in this Agreement.
Appears in 12 contracts
Samples: Tax Sharing Agreement, Tax Matters Agreement, Tax Matters Agreement (Adient PLC)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party hereto shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 7 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement (nVent Electric PLC), Tax Matters Agreement (PENTAIR PLC)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, damages or other amounts for which the damaged party injured Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 7 contracts
Samples: Tax Matters Agreement (Scripps E W Co /De), Tax Matters Agreement (Journal Communications Inc), Tax Matters Agreement (Journal Communications Inc)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required ; provided however, this document shall be read in conjunction with the Tax Receivables Agreement and thus, Tax Items (and related payments therefore, if applicable) covered by the Tax Receivables Agreement shall be governed by that Agreement and all other Tax Items (and related payments therefore, if applicable) shall be governed by this Agreement, a party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreementwithout any double recovery.
Appears in 5 contracts
Samples: Tax Separation Agreement, Tax Separation Agreement, Tax Separation Agreement (Brighthouse Financial, Inc.)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law Law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law Law or equity before recovering under the remedies provided in this Agreement.
Appears in 5 contracts
Samples: Tax Matters Agreement (Viatris Inc), Tax Matters Agreement (Upjohn Inc), Tax Matters Agreement (Upjohn Inc)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, damages or other amounts for which the damaged party Party or other Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity, or to provide an indemnity or other recovery with respect to any breach of representation or covenant as to which any costs, damages or other amounts have otherwise been fully compensated. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 3 contracts
Samples: Tax Sharing Agreement (Agilent Technologies Inc), Tax Sharing Agreement (Verigy Ltd.), Tax Sharing Agreement (Verigy Pte. Ltd.)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party or Merger Partner Equityholder has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party no Party nor Merger Partner Equityholder shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 3 contracts
Samples: Tax Matters Agreement (Amentum Holdings, Inc.), Tax Matters Agreement (Jacobs Solutions Inc.), Tax Matters Agreement (Amazon Holdco Inc.)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party no Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 3 contracts
Samples: Tax Matters Agreement (3m Co), Tax Matters Agreement (Solventum Corp), Tax Matters Agreement (Solventum Corp)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party has been fully compensated under any other provision of this Agreement or under any other agreement (including the Separation Agreement) or action at law or equity. Unless expressly required in this Agreement, a party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 2 contracts
Samples: Tax Matters Agreement (SunEdison Semiconductor LTD), Tax Matters Agreement (SunEdison Semiconductor Pte. Ltd.)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action Action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 2 contracts
Samples: Tax Matters Agreement (Oneok Inc /New/), Tax Matters Agreement (ONE Gas, Inc.)
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, damages or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement, any Ancillary Agreement or under any other any other agreement or action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.
Appears in 1 contract
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.. 35 Section 16.10
Appears in 1 contract
Samples: Tax Matters Agreement
No Double Recovery. No provision of this Agreement shall be construed to provide an indemnity or other recovery for any costs, damages, or other amounts for which the damaged party Party has been fully compensated under any other provision of this Agreement or under any other agreement or action at law or equity. Unless expressly required in this Agreement, a party Party shall not be required to exhaust all remedies available under other agreements or at law or equity before recovering under the remedies provided in this Agreement.. 42
Appears in 1 contract
Samples: Tax Matters Agreement (Neogen Corp)
