Common use of Calculation of Losses Clause in Contracts

Calculation of Losses. The amount of any Interbrew Loss for which indemnification is provided under this Article XIII shall be net of any amounts actually recovered by the Interbrew Indemnitee under insurance policies with respect to such Interbrew Loss and any indemnity, contribution or other similar payment recoverable by any Interbrew Indemnitee from a third party with respect thereto and shall be (i) increased to take account of any net Tax cost actually incurred by the Interbrew Indemnitee arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (ii) reduced to take account of any net Tax benefit actually realized by an Interbrew Indemnitee arising from the incurrence or payment of any such Interbrew Loss. In computing the amount of any such Tax cost or Tax benefit, an Interbrew Indemnitee shall be deemed to recognize all other items of income, gain, loss deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified Interbrew Loss.

Appears in 3 contracts

Samples: Contribution and Subscription Agreement (American Beverage Co Ambev), Contribution and Subscription Agreement (American Beverage Co Ambev), Contribution and Subscription Agreement (Interbrew S A)

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Calculation of Losses. The amount of any Interbrew SB Loss for which indemnification is provided under this Article XIII shall be net of any amounts actually recovered by the Interbrew Indemnitee SB Indemnitees under insurance policies with respect to such Interbrew SB Loss and any indemnity, contribution or other similar payment recoverable by any Interbrew SB Indemnitee from a third party with respect thereto and shall be (i) increased to take account of any net Tax cost actually incurred by the Interbrew such SB Indemnitee arising from the receipt of indemnity payments hereunder (grossed up for such increase) ), and (ii) reduced to take account of any net Tax benefit actually realized by an Interbrew SB Indemnitee arising from the incurrence or payment of any such Interbrew SB Loss. In computing the amount of any such Tax cost or Tax benefit, an Interbrew such SB Indemnitee shall be deemed to recognize all other items of income, gain, loss deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified Interbrew SB Loss.

Appears in 3 contracts

Samples: Contribution and Subscription Agreement (Interbrew S A), Contribution and Subscription Agreement (American Beverage Co Ambev), Contribution and Subscription Agreement (American Beverage Co Ambev)

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Calculation of Losses. The amount of any Interbrew Loss for which indemnification is provided under this Article XIII VIII shall be net of any amounts actually recovered by the Interbrew Indemnitee under insurance policies with respect to such Interbrew Loss and any indemnity, contribution or other similar payment recoverable actually recovered by any Interbrew Indemnitee from a third party with respect thereto and Interbrew Loss and shall be (i) increased to take account of any net Tax cost actually incurred by the Interbrew Indemnitee arising from the receipt of indemnity payments hereunder (grossed up for such increase) and (ii) reduced to take account of any net Tax benefit actually realized by an Interbrew Indemnitee arising from the incurrence or payment of any such Interbrew Loss. In computing the amount of any such Tax cost or Tax benefit, an Interbrew Indemnitee shall be deemed to recognize all other items of income, gain, loss deduction or credit before recognizing any item arising from the receipt of any indemnity payment hereunder or the incurrence or payment of any indemnified Interbrew Loss.

Appears in 3 contracts

Samples: Incorporacao Agreement (American Beverage Co Ambev), Incorporacao Agreement (American Beverage Co Ambev), Incorporacao Agreement (Interbrew S A)

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