Common use of Insurance Offset Clause in Contracts

Insurance Offset. If an Indemnified Party actually receives insurance proceeds or indemnity, contribution or similar payments from an unaffiliated insurance carrier or unaffiliated third party prior to being indemnified, held harmless and reimbursed under Section 12.2 or Section 12.3, as applicable, with respect to such Losses, the payment by an Indemnifying Party under this Article 12 with respect to such Losses shall be reduced by the net amount of such insurance proceeds or indemnity, contribution or similar payments to the extent related to such Losses, less (a) reasonable attorney’s fees and other expenses incurred in connection with such recovery (including the payment of a deductible with respect to the same) and (b) the amount of any actual premium increase related to such insurance claim. If the Indemnified Party receives such insurance proceeds or indemnity, contribution or similar payments from an unaffiliated insurance carrier or unaffiliated third party after being indemnified and held harmless by an Indemnifying Party with respect to such Losses, the Indemnified Party shall pay to the Indemnifying Party the net amount of such insurance proceeds or indemnity, contribution or similar payment to the extent related to such Losses, less reasonable attorney’s fees and other expenses incurred in connection with such recovery (including the payment of a deductible with respect to the same).