Damages. Unless otherwise agreed by the Parties, all monies recovered upon the final judgment or settlement of any action described in this Section 9.3(b) will be used first to reimburse all out-of-pocket costs and expenses incurred by the Parties in connection therewith (including, without limitation, attorneys’ fees). If such recovery is insufficient to cover all such costs and expenses of both Parties, the controlling Party’s costs and expenses will be paid in full first before any of the other Party’s costs and expenses; provided, that, , the Parties shall share equally (50%/50%) with respect to any recovery, even if such recovery in insufficient to cover both Parties’ expenses. If after such reimbursement any funds remain from such judgments or settlements, such funds will be # shared equally (50%/50%) by the Parties with respect to any action or proceeding for which .
Damages. In the event that either Party exercises the rights conferred in this [Section 7.5] and recovers any damages or other sums in such action, suit or proceeding or in settlement thereof, such damages or other sums recovered shall first be applied to all out-of- pocket costs and expenses incurred by the Parties in connection therewith, including without limitation attorneys' fees. If such recovery is insufficient to cover all such costs and expenses of both Parties, it shall be shared in proportion to the total of such costs and expenses incurred by each Party. If after such reimbursement any funds remain from such damages or other sums recovered, it shall be shared .
Expenses and Recoveries. Except as otherwise agreed to by the Parties as part of a cost-sharing arrangement, any recovery realized as a result of any action under this [Section 10.6], whether by way of settlement or otherwise, after reimbursement of any litigation expenses of the Parties, shall be applied first to reimburse the documented out-of-pocket legal expenses of the Party that brought and controlled such action or proceeding incurred in connection with such action or proceeding, and second to reimburse the documented out-of-pocket legal expenses of the other Party incurred in connection with such action or proceeding (to the extent not previously reimbursed by the first Party), and any remaining amounts shall be retained by the Party that brought and controlled such action; provided, however, that:
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