Common use of Recovery Clause in Contracts

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described above in this Section 7.3 6.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim[***]; provided, suit or proceedinghowever, [***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 7.4 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control enforce the defense of any such Third Party claim, suit or proceedingInfringement.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 7.3.1 or 7.3.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 5.3.1 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend bring the enforcement action; provided, however, that any award or control the defense of any such Third Party claim, suit settlement (whether by judgment or proceedingotherwise) shall be deemed to be “Net Sales” hereunder.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any Any recovery realized as a result of such litigation described in this Section 7.3 Sections 8.3.1, 8.3.2, or 8.3.4 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control bring the defense of any such Third Party claim, suit or proceedingenforcement action[***].

Recovery. Except as otherwise agreed by the Parties in connection with a written cost sharing arrangement, any recovery realized as a result of such litigation described above in this Section 7.3 ‎8.3 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses)[*****]. Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[*****].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any Any recovery realized as a result of such litigation described in this Section 7.3 7.3.1 or Section 7.3.2 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangementSubject to Section 11.3.3, any other recovery realized as a result of such litigation described above in this Section 7.3 11.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their reasonable out-of-pocket costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any ) with any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such Infringement litigation described above in this Section 7.3 (whether by way of settlement or otherwise) 9.3 shall be first, first allocated to reimburse the Parties for their costs and expenses Costs incurred in making connection with such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses)Infringement litigation. Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost cost-sharing arrangement, any recovery realized as a result of such litigation described above in this Section 7.3 9.3 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making incurred with respect to such recovery litigation (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by divided equally between the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceedingParties.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 8.3.1, 8.3.2, or 8.3.4 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding.[***]

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described above in this Section 7.3 3.2 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties each Party for their its costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses)recovery. Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceedingNeuroMetrix.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any Any recovery realized as a result of such litigation described in this Section 7.3 9.5.1 or Section 9.5.2 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party [***]; provided, that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described in this Section 7.3 Sections 10.3.2, 10.3.1, 10.3.3, 10.3.5 or 10.3.6 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any Any recovery realized as a result of such litigation described in this Section 7.3 8.3.1 and 8.3.2 (whether by way of settlement or otherwise) shall be first, first allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is reimbursements are made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[ * ].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any Any recovery realized as a result of such litigation described in this Section 7.3 6.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party Pxxxx that has exercised its right to defend or control bring the defense of any such Third Party claim, suit or proceedingenforcement action.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described above in this Section 7.3 6.4 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control bring the defense of any such Third Party claim, suit or proceedingenforcement action.

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any recovery realized as a result of such litigation described above in this Section 7.3 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding[***].

Recovery. Except as otherwise agreed by the Parties in connection with a cost sharing arrangement, any Any recovery realized as a result of such litigation described in this Section 7.3 7.3.1, 7.3.2, or 7.3.5 (whether by way of settlement or otherwise) shall be first, allocated to reimburse the Parties for their costs and expenses in making such recovery (which amounts shall be allocated pro rata if insufficient to cover the totality of such expenses). Any remainder after such reimbursement is made shall be retained by the Party that has exercised its right to defend or control the defense of any such Third Party claim, suit or proceeding.[***]