Common use of Indemnification Calculations Clause in Contracts

Indemnification Calculations. The amount of any Losses for which indemnification is provided under Section 9.1(a)(i) or Section 9.1(b)(i) shall be computed net of any third party insurance proceeds received by the indemnified party in connection with such Losses. If an indemnified party receives such insurance proceeds in connection with such Losses for which it has received indemnification, such party shall refund to the indemnifying party the amount of such insurance proceeds when received, up to the amount of indemnification received. An indemnified party shall use its commercially reasonable efforts to pursue third party insurance claims with respect to any such Losses. The amount of the refunded reduction shall be deemed a payment under this Section and thus shall be paid subject to any applicable reductions under this Section. The parties agree that any indemnification payments made pursuant to this Agreement shall be treated for tax purposes as an adjustment to the Purchase Price, unless otherwise required by Law.