Common use of Mitigation Clause in Contracts

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersParent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up Gross-up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 14 (Tax Gross Up and Indemnities), ) or Clause 13 15 (Increased Costs) or paragraph paragraphs 3 and 4 (aas applicable) of Clause 14.3 Schedule 7 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (IllegalityIllegality and Sanctions affecting a Lender), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersParent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up Gross-up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 11.2 (Tax Gross Up and IndemnitiesMarket disruption), Clause 13 (Increased CostsTax gross-up and indemnities) or paragraph Clause 14 (a) of Clause 14.3 (Mandatory Cost) Increased costs), including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, shall in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant toto it under, or its Commitment cancelled pursuant to, any of the following Clauses: Clause 7.1 (Illegality), Clause 12 11 (Tax Gross Up and Indemnities) (other than Clause 11.6 (Indirect Tax), ) or Clause 13 12 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance DocumentsDocuments including under Clause 11 (Tax Gross Up and Indemnities).

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 (Tax Gross Up gross up and Indemnitiesindemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersObligors, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 14 (Increased Costscosts) or and paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which result or would result in the Facility ceasing to be available or any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 11 (Tax Gross Up and Indemnities), ) or Clause 13 12 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower or the Shareholder under the Finance Transaction Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross up and Indemnitiesindemnities), or Clause 13 14 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 7.2 (Further illegality), Clause 12 (Tax Gross Gross-Up and Indemnities), ) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) ), including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14.1 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the rights and obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 12.1 (Illegality), Clause 12 17 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 18 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any Facility ceasing to be available or any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 clause 4.1 (Illegality), Clause 12 clause 9 (Tax Gross Up gross-up and Indemnities), Clause 13 indemnities) or clause 10 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate or remove any circumstances which arise and which would result in any amount becoming payable under or pursuant to, to Clause 15 (Tax gross-up and indemnities) or Clause 16 (Increased costs) or cancelled pursuant to, any of to Clause 7.1 10.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another bank or financial institution acceptable to the Borrower or to an Affiliate or a Facility OfficeOffice in another jurisdiction. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 11 (Tax Gross Up and Indemnities), Clause 13 12 (Increased Costs) or paragraph (a) of Clause 14.3 13.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate or remove any circumstances which arise and which would result in any amount becoming payable under or pursuant to, to Clause 13 (Tax gross-up and indemnities) or Clause 14 (Increased costs) or cancelled pursuant to, any of to Clause 7.1 8.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another bank or financial institution acceptable to the Borrower or to an Affiliate or a Facility OfficeOffice in another jurisdiction. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 6.1 (Illegality), Clause 12 11 (Tax Gross Up and Indemnities), Clause 13 12 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate (unless the Borrowers expressly request it in writing not to do so) any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 14 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 15 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate Facility Office or Facility Officebank or financial institution reasonably acceptable to the Borrower. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant tounder, or cancelled pursuant to, any of Clause 7.1 10.1 (Illegality, termination of OeKB-refinancing), Clause 12 15 (Tax Gross Up gross up and Indemnities), indemnities) or Clause 13 16 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility OfficeOffice or any other financial institution. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersObligors, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 15 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 18 (Increased Costs) ), or paragraph (a) in respect of Clause 14.3 (Mandatory Cost) , including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate (unless the Borrower expressly request it in writing not to do so) any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities) (other than Clause 12.6 (Indirect Tax), ) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 2 (Tax Gross Up gross-up and Indemnities), indemnities) (other than Clause 12.6 (Indirect Tax) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 14 (Tax Gross Up and Indemnities), Clause 13 15 (Increased Costs) or paragraph (a) of Clause 14.3 16.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in the Facility ceasing to be available or any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality)) , Clause 11 (Tax gross-up and indemnities) or Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 14 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 15 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, if requested by and in consultation with the BorrowersCo-ordinator, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under under, or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and IndemnitiesTaxes), Clause 13 (Increased Costs) or paragraph Clause 14 (aIllegality) of Clause 14.3 or Schedule 2 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Senior Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Senior Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 7.2 (Illegality), Clause 12 12.2 (Tax Gross Up and Indemnitiesgross-up), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (IllegalityIllegality and Sanctions Laws affecting a Lender), Clause 12 (Tax Gross Up and Indemnities), ) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross up and Indemnitiesindemnities), or Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant tounder, or cancelled pursuant to, any of Clause 7.1 9.1 (Illegality), Clause 12 14 (Tax Gross Up and Indemnities), ) or Clause 13 15 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 (Increased Costs) or costs), paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersParent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up Gross-up and Indemnities), Clause 13 14 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersParent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 7 (Mandatory CostCosts formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise after the date of this Agreement and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 11 (Tax Gross Up Gross-up and Indemnities), ) or Clause 13 12 (Increased Costs) or paragraph (a) ), including in relation to any circumstances which arise following the date of Clause 14.3 (Mandatory Cost) including (but not limited to) this Agreement, transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 13 (Tax Gross Up and Indemnities), Clause 13 14 (Increased Costs) or paragraph (a) of Clause 14.3 15.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 14 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate Facility Office or Facility Officebank or financial institution reasonably acceptable to the Borrower. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersParent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 6.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costs) or paragraph Clause 15 (a) of Clause 14.3 (Mandatory CostOther indemnities) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Gross-Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations Obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 12.6 (Increased Costscosts) or paragraph (a) of Clause 14.3 (Mandatory Costcost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 10.1 (Illegality), Clause 12 15 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 16 (Tax gross-up and indemnities – Canadian Borrowers) or Clause 17 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 16.1 (Illegality), Clause 12 21 (Tax Gross Up and Indemnities), Clause 13 22 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate Affiliate, Facility Office or Facility OfficeDesignated Entity. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 15 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 16.1 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the rights and obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Gross-Up and Indemnities), ) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) ), including (but not limited to) in relation to any circumstances which arise following the Signing Date, transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersIssuer, take all reasonable steps to mitigate any circumstances which arise and which would result in any Facility ceasing to be available or any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 10.1 (Illegality), Clause 12 16 (Tax Gross Gross-Up and Indemnities), ) or Clause 13 17 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (No Set-Off or Tax Gross Up and Indemnities), Deduction; Tax Indemnity; FATCA) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 6.2 (Illegality), Clause 12 10 (Tax Gross Up Gross-up and Indemnities), Clause 13 11 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 SCHEDULE 8 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with and at the Borrowersrequest of the Company, take all reasonable steps to mitigate any circumstances which arise and which would result in any Facility ceasing to be available or any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 13.1 (Illegality), Clause 12 20 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 21 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 14 (Tax Gross Up up and Indemnities), ) or Clause 13 15 (Increased Costs) or paragraph (a) 4 of Clause 14.3 Schedule 4 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 11.3 (Tax Gross Up and IndemnitiesMarket disruption), Clause 13 (Increased CostsTax gross-up and indemnities) or paragraph Clause 14 (a) of Clause 14.3 (Mandatory Cost) Increased costs), including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 10.1 (Illegality), Clause 12 15 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 16 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 14 (Tax Gross Up and Indemnities), Clause 13 15 (Increased Costs) or paragraph (a16.3(a) of Clause 14.3 16.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant tounder, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersObligors’ Agent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross up and Indemnitiesindemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower or the Guarantor if no Borrower has acceded to the Agreement, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 7.3 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 14 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersObligors’ Agent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 9.1 (Illegality), Clause 12 14 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 15 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 10.1 (Illegality), Clause 12 15 (Tax Gross Up gross up and Indemnitiesindemnities), Clause 13 16 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Transaction Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Transaction Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up Gross-up and Indemnities), ) or Clause 13 (Increased Costs) or paragraph (a) ), including in relation to any circumstances which arise following the date of Clause 14.3 (Mandatory Cost) including (but not limited to) this Agreement, transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 10.1 (Illegality), Clause 12 15 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 16 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor the Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersParent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 14 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 15 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formula) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up Up, Indemnities and IndemnitiesFATCA), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up and Indemnities), Clause 13 14 (Increased Costs) or paragraph (a) 1 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersObligors’ Agent, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 9.1 (Illegality), Clause 12 14 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 15 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the Borrowers, take all reasonable steps (for a period of fifteen (15) Business Days) to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of of: (i) Clause 7.1 7.3 (Mandatory prepayment – Illegality), ; (ii) Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), ; and (iii) Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) ), including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility OfficeAffiliate. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower or the Guarantor if no Borrower has acceded to the Agreement, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 7.3 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or under, pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up Gross-up and Indemnities), or paragraph 3 of Schedule 5 (Mandatory costs formulae) or Clause 13 14 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersPrincipal Company, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor Borrower under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 13 (Tax Gross Up gross up and Indemnitiesindemnities), Clause 13 14 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause Clause 7.1 (Illegality), Clause 12 14 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 15 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited toin relation to any circumstances which arise after the Amendment and Restatement Effective Date) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 11.1 (Illegality), Clause 12 18 (Tax Gross Up gross-up and Indemnities), indemnities) or Clause 13 19 (Increased Costs) or paragraph (a) by way of Clause 14.3 (Mandatory Cost) Costs including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersObligors, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 15 (Tax Gross Up gross‑up and Indemnities), indemnities) or Clause 13 18 (Increased Costs) ), or paragraph (a) in respect of Clause 14.3 (Mandatory Cost) , including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersCompany, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 8.1 (Illegality), Clause 12 15 (Tax Gross Gross-Up and Indemnities), ) or Clause 13 16 (Increased Costs) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost Formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) 15.1.1 Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up gross-up and Indemnitiesindemnities), Clause 13 (Increased Costscosts) or paragraph (a) 3 of Clause 14.3 Schedule 4 (Mandatory CostCost formulae) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) 15.1.2 Paragraph (a) 15.1.1 above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up and Indemnities), Clause 13 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Cost) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 (Illegality), Clause 12 (Tax Gross Up Gross-up and Indemnities), ) or Clause 13 (Increased Costs) or paragraph (a) ), including in relation to any circumstances which arise following the date of Clause 14.3 (Mandatory Cost) including (but not limited to) this Agreement, transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Transaction Obligor under the Finance Documents.

Mitigation. (a) Each Finance Party shall, in consultation with the BorrowersBorrower, take all reasonable steps to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 7.1 12.1 (Illegality), Clause 12 15.2 (Tax Gross Up and IndemnitiesMarket disruption), Clause 13 17 (Tax gross-up and indemnities) or Clause 18 (Increased Costs) or paragraph (a) of Clause 14.3 (Mandatory Costcosts) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents.