Tax Benefits; Insurance Proceeds. The total amount of any indemnity payments owed by one party to another party to this Agreement shall be reduced by any correlative tax benefit received by the party to be indemnified or the net proceeds received by the party to be indemnified with respect to recovery from third parties or insurance proceeds, and such correlative insurance benefit shall be net of the insurance premium, if any, that becomes due as a result of such claim.
Tax Benefits; Insurance Proceeds. In determining the amount of any damages for which any party is entitled to indemnification under this Agreement, the gross amount thereof will be reduced by any correlative Tax benefit or insurance proceeds realized or to be realized by such party; provided, however, that any increase in insurance premiums or Taxes or the like caused by the damages or payment thereof shall be taken into consideration and utilized to offset the reduction in damages.
Tax Benefits; Insurance Proceeds. In determining the amount of any Claim, for which any party is entitled to reimbursement under Article XIII of this Agreement, the gross amount thereof will be reduced by any correlative net tax benefit or insurance proceeds realized or to be realized by such party and such correlative insurance benefit shall be net of any insurance premium that becomes due as a result of such claim.
Tax Benefits; Insurance Proceeds. Any -------------------------------- indemnification payment required to be made pursuant to this Agreement shall be reduced by (a) any net Tax benefits derived or to be derived by the Indemnified Person or any of its Affiliates with respect to the item giving rise to the indemnification payment, and (b) any insurance proceeds received by the Indemnified Person or any of its Affiliates with respect to the item giving rise to the indemnification payment.
Tax Benefits; Insurance Proceeds. In determining the amount of any loss, liability or expense for which any party is entitled to reimbursement under this Article V, the gross amount thereof will be reduced by any correlative tax benefit or insurance proceeds realized or to be realized by such party, and such correlative insurance benefit shall be net of any insurance premium which becomes due as a result of such claim.
Tax Benefits; Insurance Proceeds. All Indemnifiable Claims shall be -------------------------------- computed net of: (i) any actual income tax benefit resulting therefrom to the Indemnitee; and (ii) any insurance coverage with respect thereto which reduces the amount of the Indemnitee's Liabilities that would otherwise be sustained; provided, however, that, in all cases, the timing of the receipt or realization of income tax benefits or insurance proceeds shall be taken into account in determining the amount of reduction of the Indemnitee's Liabilities.
Tax Benefits; Insurance Proceeds. Indemnification payments under this Section 4.2 shall be paid without reduction for any (i) deduction, amortization, exclusion from income or other allowance or Tax benefit, and (ii) recoveries or payments to Buyer under any insurance policies.
Tax Benefits; Insurance Proceeds. For purposes of this section -------------------------------- ------- 12, all Indemnifiable Claims shall be computed net of: (1) any actual income tax -- benefit resulting therefrom to the Indemnitee; and (2) any insurance coverage with respect thereto which reduces the amount of the Indemnitee's Losses that would otherwise be sustained; provided, however, that, in all cases, the timing of the receipt or realization of income tax benefits or insurance proceeds shall be taken into account in determining the amount of reduction of the Indemnitee's Losses.
Tax Benefits; Insurance Proceeds. In determining the amount of any Losses for which any party is entitled to indemnification under this Agreement, the gross amount thereof will be adjusted for any correlative Tax benefit or insurance benefit or proceeds realized or to be realized by such party (such correlative insurance benefit shall be net of any retroactive insurance premium which becomes due as a result of such claim).
Tax Benefits; Insurance Proceeds. In determining the amount of any loss, liability or expense for which any party is entitled to indemnification under this Article VIII, the gross amount thereof will be reduced by any correlative tax benefit or insurance proceeds realized or to be realized by such party (or, in the case of Purchaser, by the Company or its Subsidiaries), and such correlative insurance benefit shall be net of any insurance premium that becomes due as a result of such claim.
