Indemnity Benefits a. Weekly Payments Made to Date the Agreement in Finally Approved by the Board If the Carrier is under a direction to pay continuing benefits, the Carrier agrees to make further payments until the date of the Agreement is finally approved by the Board. Weekly benefit payments will thereafter cease.
Indemnity Benefits. Indemnification payments under this Article VII shall be paid by the Indemnifying Party without reduction for any Indemnity Tax Benefits available to the Indemnified Party. However, to the extent that the Indemnified Party recognizes Indemnity Tax Benefits as a result of any Damages, the Indemnified Party shall pay the amount of such Indemnity Tax Benefits (but not in excess of the indemnification payment or payments actually received from the Indemnifying Party with respect to such Damages) to the Indemnifying Party as such Indemnity Tax Benefits are actually recognized by the Indemnified Party. For this purpose, the Indemnified Party shall be deemed to recognize a tax benefit (“Indemnity Tax Benefit”) with respect to a taxable year if, and to the extent that, the Indemnified Party’s cumulative liability for Taxes through the end of such taxable year, calculated by excluding any Tax items attributable to the Damages from all taxable years, exceeds the Indemnified Party’s actual cumulative liability for Taxes through the end of such taxable year, calculated by taking into account any Tax items attributable to the Damages for all taxable years (to the extent permitted by relevant Tax law and treating such Tax items as the last items claimed for any taxable year). The Parties shall make appropriate adjustments for insurance coverage and take into account the time cost of money (using the Applicable Rate as the discount rate) in determining Damages for purposes of this Article VII. All indemnification payments under this Article VII shall be deemed adjustments to the Purchase Price.
Indemnity Benefits
