Other Recovery. If any Losses sustained by an Indemnitee are covered by an insurance policy or an indemnification, contribution or similar obligation of another Person (other than an Affiliate of such Indemnitee), the Indemnitee shall use commercially reasonable efforts to collect such insurance proceeds or indemnity, contribution or similar payments. The amount of any Losses subject to indemnification under Section 9.2 shall be reduced by the amounts actually recovered by any Indemnitee, as applicable, under applicable insurance policies or an indemnification, contribution or similar obligation of another Person (other than an Affiliate of such Indemnitee) with respect to claims related to such Losses (net of any unrecovered amounts, costs or expenses incurred in connection with the recovery or receipt of such insurance proceeds, including any increases in insurance premiums or retroactive premiums resulting therefrom), and if any Indemnitee receives such insurance proceeds or indemnity, contribution or similar payments after the settlement of any indemnification claim under Section 9.2, as applicable, such Indemnitee shall refund to the Indemnitor that made such indemnification payment the amount of such insurance proceeds (net of any unrecovered amounts, costs or expenses incurred in connection with the recovery or receipt of such insurance proceeds, including any increases in insurance premiums or retroactive premiums resulting therefrom) or indemnity, contribution or similar payments, up to the amount received in connection with such indemnification claim. It is the intention of the Parties that no insurer or third party shall be entitled to any benefit or right it would not be entitled to receive in the absence of this paragraph.
Other Recovery. The provisions of this Article XII are not intended to permit duplicate recoveries on the same matters, to the extent that any payment is made under Section 3.3 or Article VIII, no recovery in respect of the same Claim will be available under this Article XII.
Other Recovery. The provisions of this ARTICLE XII are not intended to permit duplicate recoveries on the same matters. To the extent that any payment is made with respect to any particular Loss under ARTICLE VIII or such Loss is reflected on the Final Closing Statement and resulted in a reduction to Final Closing Adjustment Amount, no recovery in respect of the same Claim will be available under this ARTICLE XII.
Other Recovery. All Damages will be net of any amounts actually recovered by the Purchaser Indemnified Person under insurance policies or other sources of indemnification or recovery with respect to Damages (net of expense actually incurred in connection with such recovery or any related premium adjustments). In no event will any Purchaser Indemnified Person or Seller Indemnified Person be entitled to indemnification for any Damages relating to any matter arising under a provision of this Agreement or any other Related Agreement to the extent that any Purchaser Indemnified Person or Seller Indemnified Person has already recovered for the same Damages pursuant to another provision of this Agreement or any other Related Agreement, including to the extent any such amounts were taken into account in the calculation of the Purchase Price.
Other Recovery. Buyer will use its good faith efforts to collect available insurance proceeds or third party indemnification payments with respect to, and otherwise mitigate any, Losses for which indemnification may be claimed under this Article VIII. All Losses sought by Buyer hereunder shall be net of any insurance proceeds or third party indemnification payments actually received by the Company, its US Subsidiary or Buyer with respect to such claim or Tax benefits to the extent actually received by the Company, its US Subsidiary or Buyer as a result of an indemnified claim. If payments are made with respect to Losses for which indemnification may be claimed under this Article VIII and the Company, its US Subsidiary or Buyer subsequently recovers in cash or cash equivalents from a third party a sum intended to compensate the Company, its US Subsidiary or Buyer for such Losses, Buyer will remit the amount of such payments to the Sellers’ Representatives (on behalf of the Sellers) or the indemnifying Seller, as applicable, up to the amount previously paid by the Sellers or the applicable Seller with respect to such Losses.
Other Recovery. All Damages will be net of any amounts actually recovered by the Purchaser Indemnified Person under insurance policies or other sources of indemnification with respect to such Damages (net of expenses incurred in connection with such recovery or any related premium adjustments); provided however that no Purchaser Indemnified Person will have any obligation to seek to recover insurance proceeds in connection with making an indemnification claim under this ARTICLE VII.
Other Recovery. The provisions of this Article XI are not intended to permit duplicate recoveries on the same matters.
Other Recovery. The amount of any Losses subject to indemnification under Section 10.2 shall be reduced by the amounts actually recovered by any Indemnitee (net of the cost of such recovery), as applicable, under applicable insurance policies or an indemnification, contribution or similar obligation of another Person (other than an Affiliate of such Indemnitee), with respect to claims related to such Losses, and if any Indemnitee receives such insurance proceeds or indemnity, contribution or similar payments after the settlement of any indemnification claim under Section 10.2, as applicable, such Indemnitee shall refund to the Indemnitor the amount of such insurance proceeds or indemnity, contribution or similar payments actually received (net of any costs of such recovery) less any portion of the Losses that was not fully paid by the Indemnitee in such settlement up to the amount received in connection with such indemnification claim. It is the intention of the Parties that no insurer or third party shall be entitled to any benefit or right it would not be entitled to receive in the absence of this paragraph.
Other Recovery. If any Losses sustained by an Indemnified Person are covered by an insurance policy or an indemnification, contribution or similar obligation of another Person, the Indemnified Person shall use all commercially reasonable efforts to collect such insurance proceeds or indemnity, contribution or similar payments prior to initiating any Action or Claim against any Indemnifying Party. The amount of any Losses subject to indemnification under Section 11.2 shall be reduced by the amounts recoverable by any Indemnified Person, as applicable, under applicable insurance policies or an indemnification, contribution or similar obligation of another Person with respect to claims related to such Losses (which shall exclude, for the avoidance of doubt, rights of subrogation against the Sellers) and if any Indemnified Person receives such insurance proceeds or indemnity, contribution or similar payments after the settlement of any indemnification claim under Section 11.2, as applicable, such Indemnified Person shall refund to the Indemnifying Party the amount of such insurance proceeds or indemnity, contribution or similar payments, up to the amount received in connection with such indemnification claim. It is the intention of the Parties that no insurer or third party shall be entitled to any benefit or right it would not be entitled to receive in the absence of this Section 11.4(d).
Other Recovery. All Damages will be net of any amounts actually recovered by theClaiming Party under insurance policies or other sources of indemnification with respect to such Damages (net of expenses incurred in connection with such recovery or any related premium adjustments); provided, that no Claiming Party will have any obligation to seek to recover insurance proceeds in connection with making an indemnification claim under this Article VII.
