Reduction for Insurance Proceeds. To the extent that any Buyer Indemnitee or Seller Indemnitee shall receive payment under any insurance policies on account of claims arising under Section 5.2 or Section 5.3 hereof, the amount (if any) payable by the indemnifying party on account of such claims shall be reduced by the amount of such payment or, if the Buyer Indemnitee or Seller Indemnitee shall have already collected on such claims from the indemnifying party, then the Buyer Indemnitee or Seller Indemnitee shall repay to the indemnifying party the amount of such payment.
Reduction for Insurance Proceeds. To the extent that any Kellxxxxx Xxxemnified Party shall receive payment under any insurance policies on account of damages which constitute Kellxxxxx Xxxemnifiable Damages which are payable to the Kellxxxxx Xxxemnified Party under the terms of Section 9.1, (a) if the Shareholder shall have paid the Kellxxxxx Xxxemnified Party under this Article IX on account of such Kellxxxxx Xxxemnifiable Damages, then such Kellxxxxx Xxxemnified Party shall repay (or if it shall fail to repay, then Kellxxxxx xxxll pay) to the Shareholder the amount of such payment up to the amount actually received by the Kellxxxxx Xxxemnified Party under such insurance policies (net of any costs incurred by the Kellxxxxx Xxxemnified Party in collecting under such insurance policies), (b) if the Shareholder shall be required to pay (but shall not yet have paid) the Kellxxxxx Xxxemnified Party under this Article IX on account of such Kellxxxxx Xxxemnifiable Damages, then Kellxxxxx xxx the Kellxxxxx Xxxemnified Party shall credit to the Shareholder the amount of such payment up to the amount actually received by the Kellxxxxx Xxxemnified Party under such insurance policies (net of any costs incurred by the Kellxxxxx Xxxemnified Party in collecting under such insurance policies), and (c) any such amount repaid, paid or credited to the Shareholder shall not be deemed Kellxxxxx Xxxemnifiable Damages for purposes of calculating whether the Kellxxxxx Xxxemnification Threshold shall have been met. To the extent that any Shareholder Indemnified Party shall receive payment under any insurance policies on account of damages which constitute Shareholder Indemnifiable Damages which are payable to the Shareholder Indemnified Party under the terms of Section 9.2, (x) if Kellxxxxx xxxll have paid the Shareholder Indemnified Party under this Article IX on account of such Shareholder Indemnifiable Damages, then such Shareholder Indemnified Party shall repay (or if it shall fail to repay, then the Shareholder shall pay) to Kellxxxxx xxx amount of such payment up to the amount actually received 50 51 by the Shareholder Indemnified Party under such insurance policies (net of any costs incurred by the Shareholder Indemnified Party in collecting under such insurance policies), (y) if Kellxxxxx xxxll be required to pay (but shall not yet have paid) the Shareholder Indemnified Party under this Article IX on account of such Shareholder Indemnifiable Damages, then the Shareholder and the Shareholder Indemnified Pa...
Reduction for Insurance Proceeds. To the extent that any Indemnified Party shall receive payment under any insurance policies on account of Claims arising under Section 5.1 or Section 5.2 hereof, the amount (if any) payable by the Indemnifying Party on account of such Claims shall be reduced by the amount of such payment or, if the Indemnified Party shall have already collected on such Claims from the Indemnifying Party, then the Indemnified Party shall repay to the Indemnifying Party the amount of such payment.
Reduction for Insurance Proceeds. To the extent that any Buyer Indemnitee or Seller Indemnitee shall receive or be entitled to receive payment under any insurance policies on account of claims arising under Section 5.2 or Section 5.3 hereof, the amount (if any) payable by the indemnifying party on account of such claims shall be reduced by the amount of such payment or, if the Buyer Indemnitee or Seller Indemnitee shall have already collected on such claims from the indemnifying party, then the Buyer Indemnitee or Seller Indemnitee shall repay to the indemnifying party the amount of such payment.
Reduction for Insurance Proceeds. To the extent that any Buyer Indemnitee or Seller Indemnitee shall receive payment under any insurance policies on account of claims arising under Section 5.2 or Section 5.3 hereof, the amount (if any) payable by the indemnifying party on account of such claims shall be reduced by the amount of such payment or, if the Buyer Indemnitee or Seller Indemnitee shall have already collected on such claims from the indemnifying party, then the Buyer Indemnitee or Seller Indemnitee shall repay to the indemnifying party the amount of such payment. Nothing herein shall be deemed to require any party hereto to make or file any claim under its insurance policies.
Reduction for Insurance Proceeds. To the extent that any indemnified party shall receive payment under any insurance policies on account of claims arising under Section 5.1 or Section 5.2 hereof, the amount (if any) payable by the indemnifying party on account of such claims shall be reduced by the amount of such payment or, if the indemnified party shall have already collected on such claims from the indemnifying party, then the indemnified party shall repay to the indemnifying party the amount of such payment.
Reduction for Insurance Proceeds. If an Indemnified Party actually receives any insurance proceeds following an indemnification payment by an Indemnifying Party pursuant to Section 9.2 and the proceeds relate to the same event or events for which such indemnification payment was made, the Indemnified Party shall return the indemnification payment to such Indemnifying Party up to the actual amount of insurance proceeds received in respect of such same event or events net of any co-payment, retroactive premium adjustment and increased premiums resulting from such loss. In addition, for purposes of Sections 9.2(a) and 9.2(b), the amount of any "Loss" or Losses" that is otherwise subject to a claim for indemnification shall be reduced by the actual amount of insurance proceeds received in respect of such same event or events net of any co-payment, retroactive premium adjustment and increased premiums resulting from such loss.
Reduction for Insurance Proceeds. To the extent that Purchaser shall receive payment under any insurance policies or from any other source on account of any Purchaser’s Claim arising under Section 7.1, the amount (if any) payable by Seller on account of such Purchaser’s Claim shall be reduced by the amount of such payment or, if Purchaser shall have already collected on such Purchaser’s Claim from Seller, then Purchaser shall repay to Seller the amount of such payment. To the extent that the Company or Seller, as the case may be, shall receive payment under any insurance policies or from any other source on account of any Seller’s Claim arising under Section 7.2, the amount (if any) payable by Purchaser on account of such Seller’s Claim shall be reduced by the amount of such payment or, if the Company or Seller, as the case may be, shall have already collected on such Seller’s Claim from Purchaser, then the Company or Seller, as the case may be, shall repay to Purchaser the amount of such payment.
Reduction for Insurance Proceeds. The amount of any Losses claimed by any Parent Indemnified Persons hereunder shall be reduced to the extent of any amounts actually recovered (net of any insurance premium increases and other costs relating to such recovery) by such Parent Indemnified Person under insurance policies.
Reduction for Insurance Proceeds. To the extent that an Indemnified Party shall receive payment under any insurance policies as a result of or in connection with any -44- losses, the amount of damages recoverable by such Indemnified Party under this Article VII shall be reduced by the amount of such payment.
