definiens: or means all claims, losses, liabilities, damages, costs and expenses, including, withoutlimitation, reasonable attorneys ’ fees, provided, that ( i ) Losses shall not include consequential damages, specialdamages, punitive damages, or lost profits, in each case if and to the extent incurred by an Indemnitee ( asdistinguished from such amounts incurred by a third party for which and to whom any Indemnitee may be responsibleunder any Laws or under any Contracts providing for any Indemnitee to provide indemnification of such amounts ), and(ii ) for purposes of computing Losses incurred by an Indemnitee, there shall be deducted an amount equal to theamount of any insurance proceeds, indemnification payments, contribution payments and reimbursements receivedby the Indemnitee, and an amount equal to the amount of any Tax savings realized by the Indemnitee as a result ofthe Loss