Common use of Liability of the Purchasers Clause in Contracts

Liability of the Purchasers. 10.16.1 If a Purchasers’ Warranty is untrue or inaccurate on the date on which the Purchasers’ Warranty is given, or in the event of a breach of this agreement by the Purchasers, the Purchasers shall be liable to the Seller for the Losses suffered or incurred by the Seller or any Affiliate of the Seller as a result of the Purchasers’ Warranty being untrue or inaccurate or as a result of the breach of this agreement, up to an amount equal to the Bid Value. 10.16.2 Without limiting the generality of the preceding Clause 10.16.1, the Purchasers shall severally and jointly immediately owe and pay to the Seller an amount of USD 125,000,000 (one hundred and twenty-five million US dollars) within five (5) Business Days after the first date set for Completion in accordance with Clause 6.1, if the Purchasers are unable to pay the Completion Amount on such Completion Date for any reason (the “Default Payment Fee”). 10.16.3 If and when the Default Payment Fee is due and payable in accordance with Clause 10.16.2, the Seller and the Purchasers shall procure that an amount equal to the Default Payment Fee shall be paid to the Seller out of the Deposit Amount and that prior to the payment of the Default Payment Fee to the Seller, an amount equal to the Default Payment Fee is blocked in the Escrow Account and cannot be used for purposes of payment of the Completion Amount at Completion.