Common use of Reductions and Subrogation Clause in Contracts

Reductions and Subrogation. If the amount of any Loss at any time subsequent to the making of an Indemnity Payment in respect of that Loss is reduced by any recovery, settlement or otherwise under or pursuant to any insurance coverage, or pursuant to any claim, recovery, settlement or payment by or against any other person, the amount of such reduction (less any costs, expenses (including Taxes) or premiums incurred in connection therewith), shall promptly be repaid by the Indemnitee to the Indemnitor. Upon making a full Indemnity Payment, the Indemnitor shall, to the extent of such Indemnity Payment, be subrogated to all rights of the Indemnitee against any third party that is not an Affiliate of the Indemnitee in respect of the Loss to which the Indemnity Payment relates. Until the Indemnitee recovers full payment of its Loss, any and all claims of the Indemnitor against any such third party on account of such Indemnity Payment shall be postponed and subordinated in right of payment to the Indemnitee's rights against such third party. Without limiting the generality or effect of any other provision hereof, the Indemnitee and Indemnitor shall duly execute upon request all instruments reasonably necessary to evidence and perfect such postponement and subordination.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Draxis Health Inc /Cn/), Share Purchase Agreement (Activecore Technologies Inc)

AutoNDA by SimpleDocs

Reductions and Subrogation. If the amount of any Loss is at any time subsequent to after the making of an Indemnity Payment in respect of that Loss is indemnity payment reduced by any recovery, settlement or otherwise under or pursuant to any insurance coverage, or pursuant to any claimClaim, recovery, settlement or payment by or against any other personPerson, the amount of such reduction (less any costs, out-of-pocket expenses (including Taxes) or premiums incurred in connection therewith), ) shall promptly be repaid by the Indemnitee Indemnified Party to the IndemnitorIndemnifier. Upon making a full Indemnity Paymentindemnity payment, the Indemnitor Indemnifier shall, to the extent of such Indemnity Paymentindemnity payment, be subrogated to all rights of the Indemnitee Indemnified Party against any third party Third Party that is not an Affiliate of the Indemnitee Indemnified Party in respect of the Loss to which the Indemnity Payment indemnity payment relates. Until the Indemnitee Indemnified Party recovers full payment of its Loss, any and all claims of the Indemnitor Indemnifier against any such third party Third Party on account of such Indemnity Payment indemnity payment shall be postponed and subordinated in right of payment subject to the Indemnitee's Indemnified Party’s rights against such third partyThird Party. Without limiting the generality or effect of any other provision hereof, the Indemnitee Indemnified Party and Indemnitor Indemnifier shall duly execute upon request all instruments reasonably necessary to evidence and perfect such postponement and subordinationarrangement.

Appears in 1 contract

Samples: Master Share Purchase Agreement (Dana Corp)

Reductions and Subrogation. If the amount of any Loss at any time subsequent to the making of an Indemnity Payment in respect of that Loss is reduced by any recovery, settlement or otherwise under or pursuant to any insurance coveragecoverage (the “Insurance Recovery”), or pursuant to and provided that any claim, recovery, settlement or payment such Insurance Recovery is actually received by or against any other personthe Indemnitee, the amount of such reduction (less any costs, costs or expenses (including Taxes) or premiums incurred in connection therewith), shall promptly be repaid by the Indemnitee to the Indemnitor. Upon making a full Indemnity Payment, the Indemnitor shall, to the extent of such Indemnity Payment, be subrogated to all rights of the Indemnitee against any third party that is not an Affiliate of the Indemnitee in respect of the Loss to which the Indemnity Payment relates. Until the Indemnitee recovers full payment of its Loss, any and all claims of the Indemnitor against any such third party on account of such Indemnity Payment shall be postponed and subordinated in right of payment to the Indemnitee's ’s rights against such third party. Without limiting the generality or effect of any other provision hereof, the Indemnitee and Indemnitor shall duly execute upon request all instruments reasonably necessary to evidence and perfect such postponement and subordination.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cascade Corp)

Reductions and Subrogation. If the amount of any Loss at any time subsequent to the making of an Indemnity Payment in respect of that Loss is reduced by any recovery, settlement or otherwise under or pursuant to any insurance coverage, or pursuant to any claim, recovery, settlement or payment by or against any other personPerson, the amount of such reduction (less any costs, expenses (including Taxes) or premiums incurred in connection therewith), shall promptly be repaid by the Indemnitee to the Indemnitor. Upon making a full Indemnity Payment, the Indemnitor shall, to the extent of such Indemnity Payment, be subrogated to all rights of the Indemnitee against any third party that is not an Affiliate of the Indemnitee in respect of the Loss to which the Indemnity Payment relates. Until the Indemnitee recovers full payment of its Loss, any and all claims of the Indemnitor against any such third party on account of such Indemnity Payment shall be postponed and subordinated in right of payment to the Indemnitee's ’s rights against such third party. Without limiting the generality or effect of any other provision hereof, the Indemnitee and Indemnitor shall duly execute upon request all instruments reasonably necessary to evidence and perfect such postponement and subordination.

Appears in 1 contract

Samples: Share Purchase Agreement (Pioneer Power Solutions, Inc.)

AutoNDA by SimpleDocs

Reductions and Subrogation. If the amount of any Loss at any time subsequent to the making of an Indemnity Payment in respect of that Loss is reduced by any recovery, settlement or otherwise under or pursuant to any insurance coverage, or pursuant to any claim, recovery, settlement or payment by or against any other person, the amount of such reduction (less any costs, expenses (including Taxes) or premiums incurred in connection therewith), shall promptly be repaid by the Indemnitee to the Indemnitor. Upon making a full Indemnity Payment, the Indemnitor shall, to the extent of such Indemnity Payment, be subrogated to all rights of the Indemnitee against any third party that is not an Affiliate of the Indemnitee in respect of the Loss to which the Indemnity Payment relates. Until the Indemnitee recovers full payment of its Loss, any and all claims of the Indemnitor against any such third party on account of such Indemnity Payment shall be postponed and subordinated in right of payment to the Indemnitee's ’s rights against such third party. Without limiting the generality or effect of any other provision hereof, the Indemnitee and Indemnitor shall duly execute upon request all instruments reasonably necessary to evidence and perfect such postponement and subordinationsubordination and the Indemnitee shall assign all claims against Third Parties which the Indemnitor can pursue in order to seek recovery in connection with any indemnity payment made by it to the Indemnitee.

Appears in 1 contract

Samples: Acquisition Agreement (Team Inc)

Reductions and Subrogation. If the amount of any Loss at any time subsequent to the making of any payment on account of any Loss required to paid pursuant to this Article 5 (an Indemnity Payment Payment”) in respect of that Loss is reduced by any recovery, settlement or otherwise under or pursuant to any insurance coverage, or pursuant to any claim, recovery, settlement or payment by or against any other person, the amount of such reduction (less any costs, expenses (including Taxes) or premiums incurred in connection therewith), shall promptly be repaid by the Indemnitee to the Indemnitor. Upon making a full Indemnity Payment, the Indemnitor shall, to the extent of such Indemnity Payment, be subrogated to all rights of the Indemnitee against any third party that is not an Affiliate affiliate of the Indemnitee in respect of the Loss to which the Indemnity Payment relates. Until the Indemnitee recovers full payment of its Loss, any and all claims of the Indemnitor against any such third party on account of such Indemnity Payment shall be postponed and subordinated in right of payment to the Indemnitee's ’s rights against such third party. Without limiting the generality or effect of any other provision hereof, the Indemnitee and Indemnitor shall duly execute upon request all instruments reasonably necessary to evidence and perfect such postponement and subordination.

Appears in 1 contract

Samples: Share Purchase Agreement (Advanced Accelerator Applications S.A.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!