Common use of Mitigation of Loss Clause in Contracts

Mitigation of Loss. (a) The Buyer Entities must: (1) take, and procure that each other Buyer Group Member and, after Completion, each Target Entity takes, all reasonable actions to mitigate any Loss that may give rise to a Claim; and (2) not omit, and procure that no other Buyer Group Member or, after Completion, no Target Entity omits, to take any reasonable action that would mitigate any Loss that may give rise to a Claim. (b) If the Buyer Entities do not comply with clause 12.8(a) and compliance with clause 12.8(a) would have mitigated the Loss, the Seller is not liable for the amount by which the Loss would have been reduced.

Appears in 2 contracts

Samples: Share Sale Agreement (Coronado Global Resources Inc.), Share Sale Agreement (Coronado Global Resources Inc.)

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Mitigation of Loss. (a) The Buyer Entities must: (1) take, and procure that each other Buyer Group Member and, after Completion, each and Target Entity takes, all reasonable actions to mitigate any Loss that may give rise to a Claim; and (2) not omit, and procure that no other Buyer Group Member or, after Completion, no or Target Entity omits, to take any reasonable action that would mitigate any Loss that may give rise to a Claim. (b) If the Buyer Entities do does not comply with clause 12.8(a7.10(a) and compliance with clause 12.8(a7.10(a) would have mitigated the Loss, the Seller is not liable for the amount by which the Loss would have been reduced.

Appears in 2 contracts

Samples: Share Sale Agreement, Share Sale Agreement (Homeaway Inc)

Mitigation of Loss. (a) The Buyer Entities must: (1) take, and procure that each other Buyer Group Member and, after Completion, each and the Target Entity takesGroup Companies take, all reasonable actions to mitigate any Loss that may give rise to a Claim; and (2) not omit, and procure that no other Buyer Group Member or, after Completion, no or the Target Entity omitsGroup Companies omit, to take any reasonable action that would mitigate any Loss that may give rise to a Claim. (b) If the Buyer Entities do does not comply with clause 12.8(a9.8(a) and compliance with clause 12.8(a9.8(a) would have mitigated the Loss, the Seller is not liable for the amount by which the Loss would have been reduced.

Appears in 1 contract

Samples: Share Sale Deed (Harmony Gold Mining Co LTD)

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Mitigation of Loss. (a) The Other than in respect of a Tax Covenant Claim, the Buyer Entities must: (1) take, and procure that each other Buyer Group Member and, after Completion, each and Target Entity takes, all reasonable actions to mitigate any Loss that may give rise to a Claim; and (2) not omit, and procure that no other Buyer Group Member or, after Completion, no or Target Entity omits, to take any reasonable action that would mitigate any Loss that may give rise to a Claim. (b) If the Buyer Entities do does not comply with clause 12.8(a9.9(a) and compliance with clause 12.8(a9.9(a) would have mitigated the Loss, the Seller is Sellers are not liable for the amount by which the Loss would have been reduced.

Appears in 1 contract

Samples: Share Sale Agreement (Providence Service Corp)

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