PERIOD BEFORE COMPLETION. 2.11.1 During the period prior to Completion, the Vendor will use its reasonable endeavours to maintain and protect the Business Assets in their condition existing at the time the Purchaser last undertook a site visit to the Mine prior to the date of this agreement. 2.11.2 During the period prior to Completion and subject to clauses 2.11.3 and 2.11.4, the Vendor will implement and follow the Agreed Care and Maintenance Program in relation to the Business Assets. 2.11.3 For the avoidance of doubt, the parties agree that the Agreed Care and Maintenance Program will not require the Vendor to: (a) incur any capital expenditure; or (b) improve the condition or any of the Business Assets from their condition as at the date referred to in clause 2.11.1. 2.11.4 If the Purchaser wishes to vary the Agreed Care and Maintenance Program, any such variation must be approved by the Vendor, which will not unreasonably withhold its approval, and the Purchaser must indemnify the Vendor in respect of any Loss incurred by the Vendor in implementing and as a consequence of implementing the variations requested by the Purchaser under this clause 2.11.4.
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Sources: Asset Sale Agreement (Yanzhou Coal Mining Co LTD), Asset Sale Agreement (Yanzhou Coal Mining Co LTD)