Common use of Third Party Remedies Clause in Contracts

Third Party Remedies. If any Indemnified Party (or any of their respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party has made a payment to an Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, and shall cause its applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business Subsidiary) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party and provide such information as the Indemnifying Party may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party in connection therewith and (b) keep the Indemnifying Party reasonably informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party shall be limited (in addition to the limitations on the liability of the Indemnifying Party referred to in this Agreement) to the amount by which the Losses suffered by the Indemnified Party exceed the amounts so recovered by the Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary). If the Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party has paid all or a portion of such Losses to the Indemnified Party pursuant to this provisions of this Article 11, Comcast or GE, as applicable, shall, or shall cause such Indemnified Parties to promptly (and in any event within ten (10) Business Days of receipt) pay over to the Indemnifying Party the amount so received (to the extent previously paid by the Indemnifying Party).

Third Party Remedies. If any Purchaser Indemnified Party (or any of their respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal actionan Action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party Seller has made a payment to an a Purchaser Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, Purchaser shall (and shall cause its applicable Affiliate Affiliates and Representatives to) (including, in the case of Comcast, Newco and any Contributed Business Subsidiary) to use their respective commercially reasonable efforts to, (ai) promptly notify the Indemnifying Party Seller and provide such information as the Indemnifying Party Seller may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party Purchaser in connection therewith therewith, (ii) if so required by Seller (subject to Purchaser being indemnified to its reasonable satisfaction by Seller against all reasonable out-of-pocket costs and expenses incurred by Purchaser in respect thereof) and before being entitled to recover any amount from Seller under this Agreement, first take all steps (whether by making a claim against its insurers, commencement of an Action or otherwise) as Seller may reasonably require to pursue such recovery, and (biii) keep the Indemnifying Party reasonably Seller fully informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party Seller shall be limited (in addition to the limitations on the liability of the Indemnifying Party Seller referred to in this Agreement) to the amount by which the Losses suffered by the Purchaser Indemnified Party exceed the amounts so recovered by the Purchaser Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Purchaser. If the Purchaser Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party Seller has paid all or a portion of such Losses to the Purchaser Indemnified Party Parties pursuant to this the provisions of this Article 11VII, Comcast or GE, as applicable, Purchaser shall, or shall cause such Purchaser Indemnified Parties to promptly (and in any event within ten two (102) Business Days of receipt) pay over to the Indemnifying Party Seller the amount so received (to the extent previously paid by the Indemnifying PartySeller).

Third Party Remedies. If any Indemnified Party (or any of their respective Affiliates) its Affiliates is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal action, availability of insurance, or a right to require a payment discount or otherwise, provided that no such obligation exists to the extent that it would violate any subrogation or similar clause in any insurance policies, insurance Contract or insurance programs) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party has made a payment has been made to an Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, shall (and shall cause its applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business Subsidiaryto) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party and provide such information as the Indemnifying Party may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party in connection therewith therewith, including by assigning any such rights to the Indemnifying Party if possible and to the extent necessary to enable the Indemnifying Party to enforce such rights, (b) if so required by the Indemnifying Party (subject to the Indemnified Party being indemnified to its reasonable satisfaction by the Indemnifying Party against all reasonable out-of-pocket costs and expenses incurred by the Indemnified Party in respect thereof), take commercially reasonable steps as the Indemnifying Party may reasonably require to pursue such recovery, and (bc) keep the Indemnifying Party reasonably informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any . If an Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party shall be limited (in addition to the limitations on the liability of the Indemnifying Party referred to in this Agreement) to the amount by which the Losses suffered by the Indemnified Party exceed the amounts so recovered by the Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary). If the Indemnified Parties recover recovers any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party has paid all or a portion of such Losses to the Indemnified Party Parties pursuant to this the provisions of this Article 11IX, Comcast or GE, as applicable, shall, or the Indemnified Party shall cause such Indemnified Parties to promptly (and in any event within ten (10) Business Days of receipt) pay over to the Indemnifying Party the amount so received (to the extent of amounts previously paid by the Indemnifying Party).

Third Party Remedies. If any Indemnified Party (or any of their respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party has made a payment to an Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, and shall cause its applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business Subsidiary) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party and provide such information as the Indemnifying Party may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party in connection therewith and (b) keep the Indemnifying Party reasonably informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party shall be limited (in addition to the limitations on the liability of the Indemnifying Party referred to in this Agreement) to the amount by which the Losses suffered by the Indemnified Party exceed the amounts so recovered by the Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Affiliate. If the Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 119, from third parties or a combination of the foregoing) at any time after the Indemnifying Party has paid all or a portion of such Losses to the Indemnified Party pursuant to this provisions of this Article 119, Comcast or GE, as applicable, shall, or shall cause such Indemnified Parties to promptly (and in any event within ten (10) Business Days of receipt) pay over to the Indemnifying Party the amount so received (to the extent previously paid by the Indemnifying Party).

Third Party Remedies. If any Indemnified Party (or any of their respective Affiliates) its Affiliates is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal actionan Action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the an Indemnifying Party has made a payment to an Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, and shall cause its applicable Affiliate Affiliates (including, in the case of Comcastthe Acquiror, Newco the Company and any Contributed Business Subsidiaryits Subsidiaries) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party and provide such information as the Indemnifying Party may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party in connection therewith therewith, (b) if so required by the Indemnifying Party (subject to the Acquiror being indemnified to its reasonable satisfaction by the Indemnifying Party against all reasonable out-of-pocket costs and expenses incurred by the Indemnified Party in respect thereof) take all steps (whether by making a claim against its insurers, commencement of an Action or otherwise) as the Indemnifying Party may reasonably require to pursue such recovery, and (bc) keep the Indemnifying Party reasonably fully informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such the Indemnifying Party shall be limited (in addition to the limitations on the liability of the Indemnifying Party referred to in this Agreement) to the amount by which the Losses suffered by the Indemnified Party exceed the amounts so recovered by the Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Affiliate. If the Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party has paid all or a portion of such Losses to the Indemnified Party Parties pursuant to this the provisions of this Article 11XI, Comcast or GE, as applicable, shall, or shall cause such the Indemnified Parties to shall promptly (and in any event within ten five (105) Business Days of receipt) pay over to the Indemnifying Party the amount so received (to the extent previously paid by the Indemnifying Party).

Third Party Remedies. If any Acquiror Indemnified Party (or any of their its respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party Company has made a payment to an Acquiror Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, Acquiror shall (and shall cause its applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business Subsidiaryto) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party Company and provide such information as the Indemnifying Party Company may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party Acquiror in connection therewith and therewith, (b) if so required by the Company (subject to the Acquiror being indemnified to its reasonable satisfaction by the Company against all reasonable out-of-pocket costs and expenses incurred by the Acquiror in respect thereof) and before being entitled to recover any amount from the Company under this Agreement, first use commercially reasonable efforts (whether by making a claim against its insurers, commencement of an Action or otherwise) to pursue such recovery and (c) keep the Indemnifying Party reasonably Company fully informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party the Company shall be limited (in addition to the limitations on the liability of the Indemnifying Party Company referred to in this Agreement) to the amount by which the Losses suffered by the Acquiror Indemnified Party exceed the amounts so recovered by the Acquiror Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Affiliate. If the any Acquiror Indemnified Parties recover Party recovers any amounts amount in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party Company has paid all or a portion of such Losses to the Acquiror Indemnified Party Parties pursuant to this the provisions of this Article 11VII, Comcast or GE, as applicable, the Acquiror shall, or shall cause such Acquiror Indemnified Parties Party to promptly (and in any event within ten two (102) Business Days of receipt) pay over to the Indemnifying Party Company the amount so received (to the extent previously paid by the Indemnifying PartyCompany).

Third Party Remedies. If any Buyer Indemnified Party (or any of their respective Affiliates) its Affiliates is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal actionan Action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss that is indemnifiable hereunder (whether before or after the Indemnifying Party Seller has made a payment to an any Buyer Indemnified Party hereunder and in respect thereof), in each case other than with respect to the Indemnified Party shallR&W Policy, Buyer shall (and shall cause its applicable Affiliate Affiliates (including, in including the case of Comcast, Newco Transferred Entities) and any Contributed Business SubsidiaryRepresentatives to) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party Seller and provide such information as the Indemnifying Party Seller may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party Buyer in connection therewith and therewith, (b) if so required by Seller (subject to Buyer being indemnified to its reasonable satisfaction by Seller against all reasonable out-of-pocket costs and expenses incurred by Buyer in respect thereof) and before being entitled to recover any amount from Seller under this Agreement, first take such reasonable steps (whether by making a claim against its insurers, commencement of an Action or otherwise) as Seller may reasonably require to pursue such recovery and (c) keep the Indemnifying Party reasonably Seller fully informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party Seller shall be limited (in addition to the other limitations on the liability of the Indemnifying Party Seller’s Liability referred to in this Agreement) to the amount by which the Losses suffered by the Buyer Indemnified Party exceed the amounts so recovered by the Buyer Indemnified Party or any such Contributed Business Subsidiary or Affiliate (orAffiliate, in the case net of Comcast, Newco or any such Contributed Business Subsidiary)Recovery Expenses. If the Buyer Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party Seller has paid all or a portion of such Losses to the Buyer Indemnified Party Parties pursuant to this the provisions of this Article 11XII, Comcast or GE, as applicable, Buyer shall, or shall cause such Buyer Indemnified Parties to to, promptly (and in any event within ten five (105) Business Days of after receipt) pay over to the Indemnifying Party Seller the amount so received (to the extent previously paid by Seller) net of Recovery Expenses, provided that no Buyer Indemnified Party shall be required to first seek recovery from an insurer or any other Person prior to seeking and obtaining recovery from the Indemnifying Party). The provisions of this Section 12.08 shall apply mutatis mutandis to claims of a Seller Indemnified Party.

Third Party Remedies. If any Indemnified Party (or any of their respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party has made a payment to an Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, and shall cause its applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business Subsidiary) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party and provide such information as the Indemnifying Party may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party in connection therewith and (b) keep the Indemnifying Party reasonably informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party shall be limited (in addition to the limitations on the liability of the Indemnifying Party referred to in this Agreement) to the amount by which the Losses suffered by the Indemnified Party exceed the amounts so recovered by the Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Affiliate. If the Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 1113, from third parties or a combination of the foregoing) at any time after the Indemnifying Party has paid all or a portion of such Losses to the Indemnified Party pursuant to this provisions of this Article 1113, Comcast Seller or GEPurchaser, as applicable, shall, or shall cause such Indemnified Parties to promptly (and in any event within ten (10) Business Days of receipt) pay over to the Indemnifying Party the amount so received (to the extent previously paid by the Indemnifying Party).

Third Party Remedies. If any Buyer Indemnified Party (or any of their respective Affiliates) its Affiliates is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal actionan Action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party Seller has made a payment to an Buyer Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, Buyer shall (and shall cause its applicable Affiliate (including, in the case of Comcast, Newco Affiliates and any Contributed Business SubsidiaryRepresentatives to) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party Seller and provide such information as the Indemnifying Party Seller may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party Buyer in connection therewith and therewith, (b) if so required by Seller (subject to Buyer being indemnified to its reasonable satisfaction by Seller against all reasonable out-of-pocket costs and expenses incurred by Buyer in respect thereof) and before being entitled to recover any amount from Seller under this Agreement, first take all steps (whether by making a claim against its insurers, commencement of an Action or otherwise) as Seller may reasonably require to pursue such recovery, and (c) keep the Indemnifying Party reasonably Seller fully informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party Seller shall be limited (in addition to the other limitations on the Seller’s liability of the Indemnifying Party referred to in this Agreement) to the amount by which the Losses suffered by the Buyer Indemnified Party exceed the amounts so recovered by the Buyer Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Affiliate. If the Buyer Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party Seller has paid all or a portion of such Losses to the Buyer Indemnified Party Parties pursuant to this the provisions of this Article 11‎Article XII, Comcast or GE, as applicable, Buyer shall, or shall cause such Buyer Indemnified Parties to to, promptly (and in any event within ten five (105) Business Days of after receipt) pay over to the Indemnifying Party Seller the amount so received (to the extent previously paid by the Indemnifying PartySeller).

Third Party Remedies. If any Purchaser Indemnified Party (or any of their respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal actionan Action, availability of insuranceany Collateral Source Proceeds, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party Seller has made a payment to an Purchaser Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, Purchaser shall (and shall cause its the applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business SubsidiaryPurchaser Indemnified Party to) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party Seller and provide such information as the Indemnifying Party Seller may require reasonably request relating to such right of recovery and the steps taken or to be taken by the Indemnified Party Purchaser in connection therewith and therewith, (b) consider in good faith any reasonable request by Seller to take any steps as Seller may reasonably request to pursue such recovery; provided, that the foregoing shall not require Purchaser to initiate any Action against any Person, and (c) keep the Indemnifying Party Seller reasonably informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party Seller shall be limited (in addition to the limitations on the liability of the Indemnifying Party Seller referred to in this Agreement) to the amount by which the Losses suffered by the Purchaser Indemnified Party Parties exceed the amounts so recovered actually recovered, if any, by the Purchaser Indemnified Party or any such Contributed Business Subsidiary or Affiliate of Purchaser (or, net of Purchaser’s reasonable out-of-pocket costs and expenses incurred in the case recovery of Comcast, Newco or any such Contributed Business Subsidiary)amount) from such other Person. If the any Purchaser Indemnified Parties recover Party recovers any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) Third-Party at any time after the Indemnifying Party Seller has paid all or a portion of such Losses to the such Purchaser Indemnified Party pursuant to this the provisions of this Article 11IX, Comcast or GE, as applicable, Purchaser shall, or shall cause such Purchaser Indemnified Parties to Party to, promptly (and in any event within ten (10) two Business Days of receiptfollowing receipt thereof) pay over to Seller the Indemnifying Party excess of the amount so received (to the extent previously paid by Seller) over Purchaser’s reasonable out-of-pocket costs and expenses incurred in the Indemnifying Party)recovery of such amount.

Third Party Remedies. If (a)If any Buyer Indemnified Party (or any of their respective Affiliates) is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal action, availability of insurance, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss that is indemnifiable by Seller hereunder (whether before or after the Indemnifying Party Seller has made a payment to an any Buyer Indemnified Party hereunder and in respect thereof), the Indemnified Party shall, Buyer shall (and shall cause its applicable Affiliate (including, in the case of Comcast, Newco Affiliates and any Contributed Business SubsidiaryRepresentatives to) to use their respective commercially reasonable efforts to, (a) promptly notify the Indemnifying Party Seller and provide such information as the Indemnifying Party Seller may require relating to such right of recovery and the steps taken or to be taken by the Indemnified Party Buyer in connection therewith and therewith, (b) if so required by Seller (subject to Buyer being indemnified to its reasonable satisfaction by Seller against all reasonable out-of- pocket costs and expenses incurred by Buyer in respect thereof) and before being entitled to recover any amount from Seller under this Agreement, first take all steps (whether by making a claim against its insurers, commencement of an Action or otherwise) as Seller may reasonably require to pursue such recovery and (c) keep the Indemnifying Party reasonably Seller fully informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against Seller in respect of the same Loss suffered by such Indemnifying Buyer Indemnified Party shall be limited (in addition to the other limitations on the liability of the Indemnifying Party referred to set forth in this AgreementSection 12.02(b)) to the amount by which the Losses suffered by the Indemnified Party such Loss exceed the amounts so recovered by the such Buyer Indemnified Party or any such Contributed Business Subsidiary or Affiliate (or, in the case of Comcast, Newco or any such Contributed Business Subsidiary)Party. If the Buyer Indemnified Parties recover any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) at any time after the Indemnifying Party Seller has paid all or a portion of such Losses to the Buyer Indemnified Party Parties pursuant to this the provisions of this Article 11XII, Comcast or GE, as applicable, Buyer shall, or shall cause such Buyer Indemnified Parties to to, promptly (and in any event within ten (10) 5 Business Days of after receipt) pay over to the Indemnifying Party Seller the amount so received (but only to the extent previously paid by the Indemnifying PartySeller).

Third Party Remedies. If any Purchaser Indemnified Party (or any of their respective Affiliates) Seller Indemnified Party is at any time entitled (whether by reason of a contractual right, a right to take or bring a legal actionan Action, availability of insuranceany Collateral Source Proceeds, or a right to require a payment discount or otherwise) to recover from another Person any amount in respect of any matter giving rise to a Loss (whether before or after the Indemnifying Party Seller or Purchaser (as applicable) has made a payment to an Purchaser Indemnified Party or Seller Indemnified Party (as applicable) hereunder and in respect thereof), the Indemnified Party shall, Purchaser or Seller (as applicable) shall (and shall cause its applicable Affiliate (including, in the case of Comcast, Newco and any Contributed Business Subsidiary) to use their respective commercially reasonable efforts to cause the applicable Purchaser Indemnified Party or Seller Indemnified Party (as applicable) to, ) (a) promptly notify the Indemnifying Party Seller or Purchaser (as applicable) and provide such information as the Indemnifying such Party may require reasonably request relating to such right of recovery and the steps taken or to be taken by the Indemnified other Party in connection therewith and therewith, (b) take commercially reasonable steps to pursue such recovery and to consider in good faith any suggestions of the Seller or Purchaser (as applicable) regarding the same; provided, that the foregoing shall not require Purchaser or Seller (as applicable) to initiate any Action against any Person, and (c) keep the Indemnifying Party Seller or Purchaser (as applicable) reasonably informed of the progress of any action taken in respect thereof; provided that for the avoidance of doubt, the actions required pursuant to clauses (a) and (b) shall not be preconditions to recovery by any Indemnified Party from an Indemnifying Party pursuant to this Agreement. Thereafter, any claim against such Indemnifying Party Seller or Purchaser (as applicable) shall be limited (in addition to the limitations on the liability of the Indemnifying Party Seller referred to in this Agreement) to the amount by which the Losses suffered by the Purchaser Indemnified Parties or Seller Indemnified Party (as applicable) exceed the amounts so actually recovered by the any Purchaser Indemnified Party or any such Contributed Business Subsidiary Seller Indemnified Party (as applicable) (net of Purchaser’s or Affiliate Seller’s (or, as applicable) reasonable out-of-pocket costs and expenses incurred in the case recovery of Comcast, Newco or any such Contributed Business Subsidiaryamount). If the any Purchaser Indemnified Parties recover Party or Seller Indemnified Party recovers any amounts in respect of Losses from any third party with respect to a matter as to which the Indemnified Parties have recovered all of their Losses (whether pursuant to this Article 11, from third parties or a combination of the foregoing) Third-Party at any time after the Indemnifying Party Seller or Purchaser, as applicable, has paid all or a portion of such Losses to the such Purchaser Indemnified Party pursuant to this provisions of this Article 11, Comcast or GESeller Indemnified Party, as applicable, pursuant to the provisions of this ARTICLE IX, Purchaser or Seller (as applicable) shall, or shall cause such Purchaser Indemnified Parties to Party or Seller Indemnified Party (as applicable) to, promptly (and in any event within ten (10) Business Days of receipt) pay over to Seller or Purchaser, as applicable, the Indemnifying Party excess of the amount so received (to the extent previously paid by Seller or Purchaser, as applicable) over Purchaser’s or Seller’s, as applicable, reasonable out-of-pocket costs and expenses incurred in the Indemnifying Party)recovery of such amount.