Common use of Calculation of Damages Clause in Contracts

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 by the Indemnifying Party shall be net of (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damages. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 by the Indemnifying Party shall be net of (i) any Tax benefit actually realized by such Indemnified Party or its Affiliates as a result of such Damages in the taxable year in which such Damages are incurred and (ii) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefor. If the Indemnified Party realizes any such Tax benefit or receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, Damages subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount so realized or received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting realizing or receiving such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 7.02(a) or 7.03(a), as applicable, by the Indemnifying Party shall be net of decreased by any (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party (in cash or as a reduction in Taxes otherwise due) arising from the incurrence or payment of any such Damages. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to after the Indemnifying Party makes an indemnification payment by the Indemnifying Partyin respect of such Damages, then such the Indemnified Party shall promptly (and in any event within 10 Business Days) reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 9 by the Indemnifying Party shall be net of any (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, policies or from any other Person person alleged to be responsible therefor therefor, and (ii) any Tax tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damages. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the such Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the such Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 5.02 by the Indemnifying Party shall be net of any (i) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor therefor, and (ii) any Tax tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damages. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 11.02 by the Indemnifying Party shall be net of any (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor (net of the costs of recovery) and (ii) any calculated on an After-Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such DamagesBasis. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.. 104

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 9.2 by the Indemnifying Party shall be net of any (i) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor and (ii) any Tax current tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefrom. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 10.02 or Section 10.03 by the Indemnifying Party shall be net of (i) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, policies (including any deductibles) or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefor. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 ‎Section 11.02 by the Indemnifying Party shall be net of (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefor. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount, but, in the case of amounts received under applicable insurance policies, only to the extent such payments, together with all similar amounts previously received, are in excess of the aggregate deductibles or retentions under such insurance policies.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 10.02 or Section 10.04 by the Indemnifying Party shall be net of (i) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, from any other third party with indemnification obligations or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefor. If the Indemnified Party receives any amounts under applicable insurance policies, from any other third party with indemnification obligations or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 12.02(a) or Section 12.03(a), as applicable, by the Indemnifying Party shall be net of (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefor. If the Indemnified Party receives any amounts under applicable insurance policies, policies or from any other Person alleged to be responsible for any Damages, subsequent to after the Indemnifying Party makes an indemnification payment by the Indemnifying Partyin respect of such Damages, then such the Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) 11.4.1 The amount of any Damages payable under Section 7.02 Clause 11.2 by the Indemnifying Party shall be net of any (ia) any amounts actually recovered received by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor therefore, and (iib) any Tax benefit actually realized by Benefit allowable to the Indemnified Party arising from or its Affiliates calculated in accordance with the incurrence or payment of any such Damagesprinciples set forth in Clause 8.7. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such that Indemnifying Party in connection with providing such that indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such that Indemnified Party in collecting such that amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 ‎Section 11.02 by the Indemnifying Party shall be net of (i) any amounts actually recovered by the Indemnified Party under applicable insurance policies, policies or from any other Person alleged to be responsible therefor (net of any deductible or any expenses incurred in securing such recovery), and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damages, which shall be netted against any Damages payable under ‎Section 11.02 by the Indemnifying Party, or repaid by the Indemnified Party, only if, as and when such Tax benefit is actually realized in cash or a reduction in Taxes otherwise due. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any deductible or expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 ‎Section 9.02 by the Indemnifying Party shall be net of any (i) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, or from any other Person alleged to be responsible therefor and (ii) the amount of any Tax benefit actually realized by the Indemnified Party arising from as a result of the incurrence or payment of any such the relevant Damages. If the Indemnified Party receives any amounts under applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.

Calculation of Damages. (a) The amount of any Damages payable under Section 7.02 11.02 by the Indemnifying Party shall be net of (i) any amounts actually recovered or recoverable by the Indemnified Party under applicable insurance policies, policies (excluding self-insurance arrangements of the Indemnified Party) or from any other Person alleged to be responsible therefor and (ii) any Tax benefit actually realized by the Indemnified Party arising from the incurrence or payment of any such Damagestherefor. If the Indemnified Party receives any amounts under any such applicable insurance policies, or from any other Person alleged to be responsible for any Damages, subsequent to an indemnification payment by the Indemnifying Party, then such Indemnified Party shall promptly reimburse the Indemnifying Party for any payment made or expense incurred by such Indemnifying Party in connection with providing such indemnification payment up to the amount received by the Indemnified Party, net of any expenses incurred by such Indemnified Party in collecting such amount.