Common use of Mitigation Clause in Contracts

Mitigation. Each of the parties hereto agrees to take commercial reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance or condition that has given rise to or would reasonably be expected to give rise to, any Losses for which it would have the right to seek indemnification hereunder.

Appears in 34 contracts

Samples: Agreement of Purchase and Sale (Duke Realty Limited Partnership/), Agreement of Purchase and Sale (Duke Realty Limited Partnership/), Agreement of Purchase and Sale (Healthcare Trust of America Holdings, LP)

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Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or which would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 19 contracts

Samples: Asset Purchase Agreement (Coca Cola Bottling Co Consolidated /De/), Asset Purchase Agreement (Coca Cola Bottling Co Consolidated /De/), Asset Purchase Agreement (Coca Cola Co)

Mitigation. (a) Each of the parties hereto Parties agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or which would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 15 contracts

Samples: Purchase and Sale Agreement (NRG Yield, Inc.), Purchase and Sale Agreement (NRG Yield, Inc.), Purchase and Sale Agreement (NRG Yield, Inc.)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses and Expenses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification and Expenses that are indemnifiable hereunder.

Appears in 11 contracts

Samples: Purchase Agreement (Saks Inc), Stock Purchase Agreement (Aon Corp), Asset Purchase Agreement (Saks Inc)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification Loss that is indemnifiable hereunder.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Universal Business Payment Solutions Acquisition Corp), Agreement and Plan of Merger (Universal Business Payment Solutions Acquisition Corp), Transaction Agreement (Shermen WSC Acquisition Corp)

Mitigation. Each of the parties hereto Parties agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (SCP Pool Corp), Asset Purchase Agreement (APA Enterprises, Inc.), Stock Purchase Agreement (Remington Arms Co Inc/)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or which would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 6 contracts

Samples: Purchase Agreement (Osi Systems Inc), Stock Purchase Agreement (Rli Corp), Transaction Agreement (General Electric Co)

Mitigation. Each of the parties hereto agrees to shall, and shall cause its applicable Affiliates and Representatives to, take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Rite Aid Corp), Asset Purchase Agreement (Walgreens Boots Alliance, Inc.), Asset Purchase Agreement (Freds Inc)

Mitigation. Each of the parties hereto agrees to take commercial use its commercially reasonable steps efforts to mitigate their its respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (United Technologies Corp /De/), Stock Purchase Agreement (Marsh & McLennan Companies, Inc.), Transaction Agreement (Dynegy Inc.)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their its respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would could reasonably be expected to give rise to, to any Losses for which it would have indemnifiable under this Article X; provided, that the right foregoing shall not be deemed to seek indemnification hereunderimpose any obligation or duty to initiate any Actions.

Appears in 4 contracts

Samples: Purchase Agreement (Halyard Health, Inc.), Purchase Agreement (Owens & Minor Inc/Va/), Purchase Agreement (Halyard Health, Inc.)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Spirit AeroSystems Holdings, Inc.), Share Purchase Agreement (Gallagher Arthur J & Co), Stock Purchase Agreement (Catalyst Health Solutions, Inc.)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Sunshine Heart, Inc.), Share Purchase Agreement (Harman International Industries Inc /De/), Purchase Agreement (Del Monte Corp)

Mitigation. Each of the parties hereto agrees to take commercial all ---------- reasonable steps to mitigate their respective Losses and Expenses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification and Expenses that are indemnifiable hereunder.

Appears in 3 contracts

Samples: Purchase Agreement (Aramark Corp), Purchase Agreement (Aramark Worldwide Corp), Purchase Agreement (Aramark Worldwide Corp)

Mitigation. Each Except as otherwise specified herein, each of the parties hereto agrees to take commercial commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or which would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 2 contracts

Samples: Transition Services Agreement (American International Group Inc), Transition Services Agreement (Prudential Financial Inc)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their respective Losses and Expenses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification or Expenses that are indemnifiable hereunder.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Impac Mortgage Holdings Inc), Equity Purchase Agreement

Mitigation. Each of the parties hereto agrees to take commercial use commercially reasonable steps efforts to mitigate their its respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification hereunderindemnifiable under this ARTICLE VIII.

Appears in 2 contracts

Samples: Purchase Agreement (Red Lion Hotels CORP), Purchase Agreement (Red Lion Hotels CORP)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to avoid, minimize and mitigate their respective its Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have that are indemnifiable hereunder, in each case to the right to seek indemnification hereunderextent required by and in accordance with New York Law.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Harsco Corp), Asset Purchase Agreement (Chart Industries Inc)

Mitigation. Each of the parties hereto party agrees to take commercial commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance or condition that has given conditions giving rise to or would reasonably be expected to give rise to, any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mantech International Corp), Agreement and Plan of Merger (Mantech International Corp)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their respective Losses and Expenses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification and Expenses that are indemnifiable hereunder.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Aon Corp), Membership Interest Purchase Agreement (Fuelcell Energy Inc)

Mitigation. Each of the parties hereto Parties agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and Losses, with the obligation to mitigate to commence, respectively, within a reasonable time after becoming aware the Party's knowledge of any fact, event, circumstance the relevant event or condition that has given which would give rise to or would reasonably be expected to give rise to, any Losses for which it would have that are indemnifiable hereunder, in each case solely to the right to seek indemnification hereunderextent required by applicable Laws or Regulations.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cas Medical Systems Inc), Asset Purchase Agreement (Cas Medical Systems Inc)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses ---------- and Expenses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification and Expenses that are indemnifiable hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Emmis Operating Co), Asset Purchase Agreement (Emmis Operating Co)

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Mitigation. Each of the parties hereto agrees to take commercial commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance or condition that has given rise to or would event which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (American Italian Pasta Co)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Share Purchase Agreement (Synchronoss Technologies Inc)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to would, individually or would in the aggregate, reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Labranche & Co Inc)

Mitigation. Each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dolan Co.)

Mitigation. Each of the parties hereto agrees to take commercial commercially reasonable steps to mitigate their respective its Losses and Expenses upon and after an officer of such party becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification and Expenses that are indemnifiable hereunder.

Appears in 1 contract

Samples: Purchase Agreement (Servicemaster Co)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their respective Losses and Expenses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would which could reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification and Expenses that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fountain Powerboat Industries Inc)

Mitigation. Each of the parties hereto Parties agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance condition or condition that has given event which may give rise to or would reasonably be expected to give rise to, any Losses for which it would have the right to seek indemnification hereundermay be sought under this Article 8.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Lime Energy Co.)

Mitigation. Each of the parties hereto Parties agrees to take commercial commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, any Losses for which it would have the right is entitled to seek indemnification hereunderunder this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Rocky Brands, Inc.)

Mitigation. Each of the parties hereto Parties agrees to take commercial all commercially reasonable steps to mitigate their respective Losses upon and Losses, with the obligation to mitigate to commence, respectively, within a reasonable time after becoming aware the Party’s knowledge of any fact, event, circumstance the relevant event or condition that has given which would give rise to or would reasonably be expected to give rise to, any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cas Medical Systems Inc)

Mitigation. Each of the parties hereto agrees to take commercial all commercially reasonable steps to mitigate their its respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Purchase Agreement (American International Group, Inc.)

Mitigation. Each In addition, each of the parties hereto agrees to take commercial all reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or which would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Transition Services Agreement (National General Holdings Corp.)

Mitigation. Each of the parties hereto agrees to take commercial commercially reasonable steps to mitigate their respective Losses upon and after becoming aware of any fact, event, circumstance event or condition that has given rise to or which would reasonably be expected to give rise to, to any Losses for which it would have the right to seek indemnification that are indemnifiable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Banc of California, Inc.)

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