Notice and Mitigation Sample Clauses

Notice and Mitigation. The party that asserts the occurrence of an Uncontrollable Circumstance shall notify the other party by telephone, facsimile or email (with confirmation of receipt), on or promptly after the date the party experiencing such Uncontrollable Circumstance first knew of the occurrence thereof, followed within 15 days by a written description of: (1) the Uncontrollable Circumstance and the cause thereof (to the extent known); and (2) the date the Uncontrollable Circumstance began, its estimated duration, the estimated time during which the performance of such party’s obligations hereunder shall be delayed, or otherwise affected. As soon as practicable after the occurrence of an Uncontrollable Circumstance, the affected party shall also provide the other party with a description of: (i) the equitable relief requested, if any; (ii) any areas where costs might be reduced and the approximate amount of such cost reductions; and (iii) its estimated impact on the other obligations of such party under this Service Contract. The affected party shall also provide prompt written notice of the cessation of such Uncontrollable Circumstance. Whenever such act, event or condition shall occur, the party claiming to be adversely affected thereby shall, as promptly as practicable, use all reasonable efforts to eliminate the cause therefor, reduce costs and resume performance under this Service Contract. While the Uncontrollable Circumstance continues, the affected party shall give notice to the other party, before the first day of each succeeding month, updating the information previously submitted. The party claiming to be adversely affected by an Uncontrollable Circumstance shall bear the burden of proof, and shall furnish promptly any additional documents or other information relating to the Uncontrollable Circumstance reasonably requested by the other party. Service Contract for the Supply, Placement, Removal and Thermal Reactivation of Granular Activated Carbon Article IX – Insurance, Uncontrollable Circumstances and Indemnification

Notice and Mitigation. In the event the recipient Party becomes aware of a disclosure of Confidential Information that fails to comply with this Agreement, the recipient Party shall promptly: (a) give notice to the disclosing Party with the full particulars of the disclosure; and (b) take all reasonable steps to mitigate the effects of such disclosure.

Notice and Mitigation. Each demand for payment of Supplemental Rent pursuant to Sections 13.6, 13.7, 13.9 or 13.10 must be accompanied by a certificate of the Person claiming compensation (an "Affected Person") setting forth in reasonable detail the computation of such compensation (including the reasons therefor), which certificate shall be conclusive and binding for all purposes absent manifest error. Prior to demand by an Affected Person for Supplemental Rent pursuant to Sections 13.6 (other than a demand relating to Fixed Rate Advances), 13.7, 13.9 or 13.10, such Affected Person agrees that it will use its reasonable efforts to reduce and eliminate any claim for compensation including, subject to Applicable Law, a change in applicable lending office for this transaction; provided, however, that nothing herein shall obligate an Affected Person to take any action which, in the opinion of such Affected Person, is unlawful, or results in any unreimbursed costs or expenses to such Affected Person, which costs or expenses would not have been incurred but for such action. No Affected Person shall be entitled to any compensation under this Section 13.11 with respect to Sections 13.6 (other than a demand relating to Fixed Rate Advances), 13.7, 13.9 or 13.10 unless at the time it requests such compensation it is the policy or general practice of such Affected Person to demand compensation for comparable costs in similar circumstances under comparable provisions of documents to which it is a party.

Notice and Mitigation. A party affected by an event of Force Majeure shall promptly notify the other Party and shall use commercially reasonable efforts to overcome and mitigate such event of Force Majeure. Without limiting the foregoing, if AVIA Ashok is unable to supply any Products due to Force Majeure, Xxxxx shall be free to purchase such Products from other entities.

Notice and Mitigation. (i) To claim any amount under this Section 2.10, the Affected Party must deliver to Borrower a certificate setting forth in reasonable detail any amount or amounts that such Affected Party is entitled to receive pursuant to this Section 2.10 (including calculations, in reasonable detail, showing how such Affected Party computed such amount or amounts). Borrower shall pay such Affected Party the amount due and payable and set forth on any such certificate within thirty (30) days after its receipt. (ii) Except as specifically provided in this Section 2.10, each Affected Party will take reasonable measures to avoid the need for, or reduce the amount of, compensation, reimbursement or indemnification pursuant to this Section 2.10; PROVIDED, that no Affected Party will be required to take any measure that, in its reasonable judgment, would be materially disadvantageous to it or inconsistent with its legal and regulatory position. (iii) If any material Tax or other charge of a type not generally imposed on lenders making loans of the types contemplated by this Agreement is imposed on payments to any Lender, or if any Affected Party is entitled to compensation, reimbursement or indemnification pursuant to this Section 2.10 in any material amount and other lenders making loans of the types contemplated by this Agreement would not generally be so entitled, and Borrower is obligated hereunder to compensate, reimburse or indemnify such Lender for such Tax or other charge, then (A) Borrower may, within ten (10) days after receipt of notice of such obligation, request that such Lender assign its portion of the affected Loan or Loans to another Person reasonably acceptable to the Administrative Agent and such Lender, and such Lender will use reasonable efforts to negotiate such an assignment, and (B) if Borrower identifies a replacement lender that is reasonably acceptable to the Administrative Agent and the other Lenders (if any), then such Lender will promptly assign its portion of the affected Loan or Loans to such replacement lender pursuant to an assignment reasonably acceptable to the assigning Lender.

Notice and Mitigation. (A) If the Purchaser shall become aware of any relevant taxation claim or an event likely to give rise to such a claim it shall forthwith give written notice thereof to the Vendor setting out reasonable particulars thereof, insofar as then available, including the amount and the date on which the Vendor is bound to make a payment in respect of that relevant taxation claim, ascertained in accordance with sub-paragraph 2.2, but no failure by the Purchaser to comply with this sub-clause shall affect the Vendor's obligations under sub-paragraph 2.1 unless the failure to comply with this sub- paragraph 2.7(A) shall have prevented the Vendor (or the Purchaser or any member of the Sale Group acting in accordance with the wishes of the Vendor under sub- paragraph 2.7(C)) from taking such actions which might reasonably have been expected to reduce or eliminate the taxation claim, in which case no claim may be made under sub-paragraph 2.1 to the extent that such claim would have been so eliminated or reduced. (B) Except in a case where fraud is alleged the Purchaser shall take such action and give such information and assistance in connection with the affairs of the Sale Group as the Vendor may reasonably and promptly by notice request to avoid, resist, appeal or compromise a relevant taxation claim provided that:- (1) neither the Sale Group nor the Purchaser shall be obliged to appeal against any assessment, notice, demand or decision if, having given the Vendor written notice of the receipt thereof, the Purchaser has not within 14 days thereafter received instructions in writing from the Vendor to do so; and (2) neither the Sale Group nor the Purchaser shall in any circumstances be obliged to pursue any appeal beyond the General Commissioners of Inland Revenue, the Special Commissioners of Inland Revenue, or Value Added Tax Tribunal or any equivalent forum in the United Kingdom or any other jurisdiction unless, in the opinion of leading tax counsel of at least ten years' call (approved by the Purchaser in advance, such approval not to be unreasonably withheld) an appeal to any higher court will, on the balance of probabilities, be successful. (C) The action which the Vendor may request under sub-paragraph (B) shall include (without limitation) the Sale Group or the Purchaser applying to postpone (so far as legally possible) the payment of any taxation and allowing the Vendor to take on or take over at its own expense the conduct of all proceedings of whatsoever na...

Notice and Mitigation. The party affected by a Force Majeure Condition shall notify the other party thereof as promptly as reasonably practicable, and make all reasonable efforts to mitigate the effect and extent of any Force Majeure Condition and the adverse consequences thereof. Quebecor’s reasonable efforts at mitigation shall include, by way of example: (i) performance of the required work and provision of the services with the use of alternate means, facilities and personnel; (ii) developing and implementing contingency plans to be executed promptly after the occurrence of a Force Majeure Condition; and (iii) assisting Dex in its efforts to obtain services from other vendors not affected (or less affected) by the cause of any service interruption or delay excused under this Section in accordance with the terms hereof.

Notice and Mitigation. The party affected by a Force Majeure Condition shall immediately notify the other party thereof, and make all commercially reasonable efforts to mitigate the effect and extent of any Force Majeure Condition and the adverse consequences thereof. AE’s commercially reasonable efforts at mitigation shall include, by way of example: (i) performance of the required work and provision of the Services with the use of alternate means, facilities and personnel; (ii) developing and implementing contingency plans to be executed promptly after the occurrence of a Force Majeure Condition; and (iii) assisting ADVO in its efforts to obtain services from other vendors not affected (or less affected) by the cause of any service interruption or delay excused under this Article 14. A Force Majeure Condition affecting AE shall not relieve AE of its obligations to comply with the provisions of the Disaster Recovery Plan.

Notice and Mitigation. The Party affected by a Force Majeure Event will promptly notify the other Party in writing of such event, giving details of the Force Majeure Event, its anticipated effect on the affected Party’s performance under this Agreement, and the steps that the affected Party is taking to remedy the delay. Upon the occurrence of a Force Majeure Event, the affected Party will, as promptly as practicable, use all reasonable efforts to eliminate the cause of such Force Majeure Event, reduce costs, and resume performance under this Agreement. Upon cessation of a Force Majeure Event, the affected Party will provide prompt written notice to the other Party.

Notice and Mitigation. Exhibitor shall notify APASI of any actual or suspected Data Incident or other use or disclosure of Personal Data not permitted under this Agreement. Exhibitor shall provide such notification as soon as possible, but no later than 24 hours after discovery. Notifications to APASI shall be provided via email sent to xxxxxxxxxxx@xxx.xxx. Exhibitor’s notification to APASI shall describe at least: 5.2.1. the nature of the Data Incident including, where possible, the categories and approximate number of Data Subjects concerned and the categories and approximate number of Personal Data records concerned; 5.2.2. the likely consequences of the Data Incident; and 5.2.3. the measures proposed to be taken by Exhibitor to address the Data Incident, including, where appropriate, measures to mitigate its possible adverse effects.