Common use of Subsequent Recovery Clause in Contracts

Subsequent Recovery. If: (a) the Seller makes a payment in respect of a Warranty Claim (other than a Claim under the Tax Warranties or a Tax Covenant Claim) (the Damages Payment); (b) at any time after the making of such payment any Group Company or the Purchaser receives any sum or is otherwise compensated for or with respect to such Warranty Claim (the Third Party Sum); (c) the receipt of the Third Party Sum was not taken into account in calculating the Damages Payment; and (d) the aggregate of the Third Party Sum and the Damages Payment exceeds the amount required to compensate the Purchaser in full for the loss or liability which gave rise to the Warranty Claim in question (such excess being the Excess Recovery), the Purchaser shall, as soon as reasonably practicable following receipt of the Third Party Sum by it or the relevant Group Company, repay to the Seller an amount equal to the lower of (i) the Excess Recovery and (ii) the Damages Payment, after deducting (in either case) all costs reasonably incurred by the Purchaser or the relevant Group Company in recovering the Third Party Sum.

Subsequent Recovery. If: (a) the Seller makes Sellers make a payment in respect of a Warranty Claim (other than a Claim under the Tax Warranties that relates to or a Tax Covenant Claimis with respect to Taxes) (the “Damages Payment”); (b) at any time after the making of such payment any payment, the CLS Group Company Companies or the Purchaser Buyer receives any sum other than from Sellers which would not have been received but for the matter or is otherwise compensated for or with respect circumstance giving rise to such Warranty that Claim (the “Third Party Sum”); (c) the receipt of the Third Party Sum was not taken into account in calculating the Damages Payment; and (d) the aggregate of the Third Party Sum and the Damages Payment exceeds the amount required to compensate the Purchaser Buyer in full for the loss or liability which gave rise to the Warranty Claim in question (such excess being the “Excess Recovery”), the Purchaser Buyer shall, as soon as reasonably practicable promptly following receipt of the Third Party Sum by it or the relevant Group CompanyTarget, repay to the Seller Sellers an amount equal to the lower of (i) the Excess Recovery and (ii) the Damages Payment, after deducting (in either case) all costs reasonably incurred by the Purchaser or the relevant Group Company in recovering the Third Party Sum.

Subsequent Recovery. If: (a) the Seller makes a payment in respect of a Warranty Claim (other than a Claim under the Tax Warranties or a Tax Covenant Claim) (the Damages Payment); (b) at any time after the making of such payment any Group Company or the Purchaser receives any sum or is otherwise compensated benefit (whether by payment, discount, credit, relief, insurance or otherwise) other than from the Seller which would not have been received but for the matter or with respect circumstance giving rise to such Warranty that Claim (the Third Party Sum); (c) the receipt of the Third Party Sum was not taken into account in calculating the Damages Payment; and (d) the aggregate of the Third Party Sum and the Damages Payment exceeds the amount required to compensate the Purchaser in full for the loss or liability which gave rise to the Warranty Claim in question (such excess being the Excess Recovery), the Purchaser shall, as soon as reasonably practicable promptly following receipt of the Third Party Sum by it or the relevant Group Company, repay to the Seller an amount equal to the lower of (i) the Excess Recovery and (ii) the Damages Payment, after deducting (in either case) all costs reasonably incurred by the Purchaser or the relevant Group Company in recovering the Third Party Sum.

Subsequent Recovery. If: (a) the Seller makes or procures a payment in respect of a Warranty Claim (other than a Claim under the Tax Warranties or a Tax Covenant Claim) (the Damages Payment); (b) at any time (even after expiration of the time limit set forth in Clause 12.10) after the making of such payment any Group the Company or any member of the Purchaser Purchaser’s Group receives any sum other than from the Seller (or is otherwise compensated any quantifiable benefit) or makes any savings, which would not have been received or made but for the matter or with respect circumstance giving rise to such Warranty that Claim (the Third Party Sum); (c) the receipt of the , and such Third Party Sum was not taken into account in calculating the Damages Payment; and (dc) the aggregate of the Third Party Sum and the Damages Payment exceeds the amount required to compensate the Purchaser Company or any member of the Purchaser’s Group concerned, as the case may be, in full for the loss or liability Loss which gave rise to the Warranty Claim in question (such excess being excess, the Excess Recovery), the Purchaser shall, as soon promptly as reasonably practicable following after receipt of the Third Party Sum by it or the relevant Group CompanySum, repay to the Seller an amount equal to the lower of of: (i) the Excess Recovery Recovery; and (ii) the Damages Payment, after deducting (in either case) all costs reasonably incurred by the Purchaser or the relevant Group Company in recovering the Third Party Sum.