Common use of Recovery from Third Party Clause in Contracts

Recovery from Third Party. The Company shall promptly notify Reinsurer if the Company should assert or bring a (i) Reinsurer shall continue to share in the expenses of that proceeding as described in Paragraph 4 as though they were covered claim expenses; and (ii) the Company shall keep the Reinsurer informed of the status of such proceeding or settlement negotiations in connection with such proceeding. In that event, the parties agree that any monies so recovered by the Company: (i) shall be applied first to reduce the costs incurred by the Company in prosecuting such third party claim or action and to that extent shall be shared with the Reinsurer in accordance with its Claims Ratio; (ii) shall then be applied to any punitive, exemplary, compensatory or other extra-contractual or non-contractual damages or settlement paid or ordered or agreed to be paid by the Company in excess of the limits of the policy, and shall not be shared with the Reinsurer; (iii) shall then be applied to reduce the covered claim expenses of the original claim and to that extent shall be shared with the Reinsurer in accordance with its Claims Ratio; and (iv) to the extent there is any remaining recovery, shall then be applied to reduce the Company's liability under the policy and shall be shared with Reinsurer in accordance with the Reinsurer's Claims Ratio. For purposes of the preceding sentence, the numerator of the Claims Ratio shall be recalculated by deducting Reinsurer's share of any recovery under (iv) of the preceding sentence, and the denominator of the Claims Ratio shall be recalculated by deducting the total amount of any recovery under (iv) of the preceding sentence. The parties understand and agree that this Paragraph shall not apply to and the Reinsurer shall not share in: (i) commission chargebacks or adjustments made by the Company in accordance with its contract with the Producer or an agent; (ii) any first-party claim brought by the Company under any liability, fidelity or indemnity coverages carried by the Company or its affiliates; and (iii) any reinsurance claims paid to the Company by an Outside Reinsurer.

Recovery from Third Party. The Company shall promptly notify Reinsurer if 5.1 If the Seller is liable to make or has made a payment under this Part or under the Tax Warranties and the Purchaser or the Company should assert receives or bring a is then or subsequently becomes entitled to recover any sum or Relief in respect of the matter giving rise to the liability from some other person (i) Reinsurer shall continue to share in including a Taxation Authority but other than the expenses Purchaser or the Company or any person connected with either of that proceeding as described in Paragraph 4 as though they were covered claim expenses; and (iithem) the Company Purchaser shall keep notify the Reinsurer Seller promptly and shall, if so required, take all reasonable action to enforce such recovery (keeping the Seller fully informed of the status progress of any action taken and providing it with copies of all relevant correspondence and documentation), making all such proceeding or settlement negotiations reasonable applications as are appropriate for the recovery of costs, subject to the Seller first indemnifying the Purchaser and the Company to the Purchaser’s reasonable satisfaction against fifty per cent of all reasonable costs and expenses of the Purchaser and the Company, and shall promptly account to the Seller for the lesser of: 5.1.1 fifty per cent of any sums so recovered (net of any Tax suffered thereon), including costs, interest and any repayment supplement or, in connection with such proceeding. In that eventthe case of a Relief obtained, the parties agree that any monies so recovered amount by the Company: (i) shall be applied first to reduce the costs incurred by which the Company is relieved of any obligation to make an actual payment of or in prosecuting such third party claim or action and to that extent shall be shared with respect of Tax (the Reinsurer in accordance with its Claims RatioBenefit); (ii) shall then be applied to any punitive, exemplary, compensatory or other extra-contractual or non-contractual damages or settlement paid or ordered or agreed to be and 5.1.2 the aggregate amount paid by the Company Seller pursuant to paragraph 2 and/or pursuant to the indemnity for costs given in excess this paragraph. 5.2 Any amount of the limits of Benefit not paid to the policy, and shall not be shared with the Reinsurer; (iii) shall then be applied Seller pursuant to reduce the covered claim expenses of the original claim and to that extent paragraph 5.1 shall be shared with carried forward and set off against any future payment or payments which become due from the Reinsurer in accordance with its Claims Ratio; and (iv) Seller under this Part or the Agreement. 5.3 Any payment required to the extent there is any remaining recovery, shall then be applied to reduce the Company's liability under the policy and shall be shared with Reinsurer in accordance with the Reinsurer's Claims Ratio. For purposes of the preceding sentence, the numerator of the Claims Ratio shall be recalculated by deducting Reinsurer's share of any recovery under (iv) of the preceding sentence, and the denominator of the Claims Ratio shall be recalculated by deducting the total amount of any recovery under (iv) of the preceding sentence. The parties understand and agree that this Paragraph shall not apply to and the Reinsurer shall not share in: (i) commission chargebacks or adjustments made by the Company in accordance with its contract with Purchaser pursuant to this paragraph 5 shall be made: 5.3.1 where the Producer Purchaser or an agent; (ii) any first-party claim brought by the Company under any liabilityreceives a payment, fidelity within 15 Business Days thereof; and 5.3.2 where the Purchaser or indemnity coverages carried by the Company obtains a Relief, on or its affiliates; and (iii) any reinsurance claims paid before the date on which Tax would have been payable to the Company by an Outside Reinsurerrelevant Taxation Authority but for the use of such Relief.