Common use of Force Majeure Clause in Contracts

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder.

Appears in 59 contracts

Samples: Joint Operating Agreement, Joint Operating Agreement, Joint Operating Agreement

Force Majeure. A Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance by contractors or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, regulation or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected party.

Appears in 46 contracts

Samples: Small Generator Interconnection Agreement, Iso Agreement, Operating Agreement

Force Majeure. A Party (1) Nothing in this Agreement is intended to, nor does it, constitute an agreement that the provision of Services will not be degraded in the event of an emergency requiring activation of the Business Contingency Plan. The parties shall not be considered to be responsible or liable for their failure or delay in default or breach performance of their obligations under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, Agreement arising out of or from any act caused by circumstances beyond their reasonable control, omission including, without limitation, earthquakes, floods, fires, tornadoes, or circumstance by or in consequence of any act similar acts of God, labor disturbance any interruption, sabotage loss or malfunction or any utility, failure of suppliers of materials transportation, act communication service, delay in mails, functions or malfunctions of the public enemy Internet, changes in governmental or exchange action, statute, ordinance, rulings, regulation or direction, war, invasion, insurrection strike, riot, fire emergency, storm civil disturbance, flood terrorism, ice vandalism or explosions; provided, earthquake however, explosion, epidemic, breakage that in order to be so excused from such failure or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability delay to perform, the party so affected must (a) give notice of the cause of such failure or delay to the other party as promptly as practicable, (b) act diligently to remedy the cause of such failure or delay, and resume full (c) execute all reasonable actions as may be appropriate to continue performance of its obligations hereunder under this Agreement.

Appears in 44 contracts

Samples: Agency Agreement (Lord Abbett Stock Appreciation Fund), Agency Agreement (Lord Abbett Municipal Income Fund Inc), Agency Agreement (Lord Abbett Municipal Income Fund Inc)

Force Majeure. A Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party ’s 's reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected party.

Appears in 40 contracts

Samples: Operating Agreement, Transmission Owners, Operating Agreement

Force Majeure. A Party 19.1 In the event a party is unable to perform its obligations under the terms of this Agreement because of acts of God or by reason of circumstances beyond its control, including war, national emergencies, strikes, labor difficulties, insurrection, riots or the failure or unavailability of transportation or communication services or power supplies, such party shall not be considered liable for damages incurred by any other party resulting from such failure to be perform. The above in default no way relieves the Transfer Agent or breach the Funds of responsibility for exercising all backup and contingency plans available and in effect at such time and does not affect any other remedies that a party may have under this Agreement , and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 39 contracts

Samples: Transfer Agency and Services Agreement (Nations Separate Account Trust), Transfer Agency and Services Agreement (Nations Institutional Reserves), Transfer Agency and Services Agreement (Nations Funds Trust)

Force Majeure. A Party No party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance Agreement or liability for damages to any other party, if and Ancillary Agreement to the extent it shall be delayed that any delay or failure in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations under this Agreement or any Ancillary Agreement results from any cause beyond its reasonable control and without its fault or negligence, such as acts of God, acts of civil or military authority, embargoes, epidemics, war, riots, insurrections, fires, explosions, earthquakes, floods, unusually severe weather conditions, labor problems or unavailability of parts, or, in the case of computer systems, any greater scope failure in electrical or air conditioning equipment. In the event of any such excused delay, the time for any longer duration than is required performance shall be extended for a period equal to the time lost by reason of the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 26 contracts

Samples: Separation and Distribution Agreement (Mod Pac Corp), Master Separation and Distribution Agreement (Pc Mall Inc), Master Separation and Distribution Agreement (Ecost Com Inc)

Force Majeure. A Party No party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be delayed that any delay or failure in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations under this Agreement results from any cause beyond its reasonable control and without its fault or negligence, such as acts of God, acts of civil or military authority, embargoes, epidemics, war, riots, insurrections, fires, explosions, earthquakes, floods, unusually severe weather conditions, labor problems or unavailability of parts, or, in the case of computer systems, any greater scope failure in electrical or air conditioning equipment. In the event of any such excused delay, the time for any longer duration than is required performance shall be extended for a period equal to the time lost by reason of the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 23 contracts

Samples: Global Separation Agreement (Zoetis Inc.), Master Separation Agreement (Elanco Animal Health Inc), Separation Agreement (American Water Works Company, Inc.)

Force Majeure. A If the performance of this Agreement or any obligations hereunder is prevented, restricted or interfered with by reason of earthquake, fire, flood or other casualty or due to strikes, riot, storms, explosions, acts of God, war, terrorism, or a similar occurrence or condition beyond the reasonable control of the Parties, the Party so affected shall, upon giving prompt notice to the other Parties, be excused from such performance during such prevention, restriction or interference, and any failure or delay resulting therefrom shall not be considered to be in default or a breach of this Agreement , and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 23 contracts

Samples: Exclusive License Agreement (Mustang Bio, Inc.), Confidential Treatment (Mustang Bio, Inc.), Exclusive License Agreement (Sorrento Therapeutics, Inc.)

Force Majeure. A No Party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be delayed that any delay or failure in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations under this Agreement results from any cause beyond its reasonable control and without its fault or negligence, such as acts of God, acts of civil or military authority, embargoes, epidemics, war, riots, insurrections, fires, explosions, earthquakes, floods, unusually severe weather conditions, labor problems or unavailability of parts, or, in the case of computer systems, any greater scope failure in electrical or air conditioning equipment. In the event of any such excused delay, the time for any longer duration than is required performance shall be extended for a period equal to the time lost by reason of the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 23 contracts

Samples: Collaboration and License Agreement (Zoetis Inc.), Patent And (Zoetis Inc.), Form of Employee Matters Agreement (Elanco Animal Health Inc)

Force Majeure. A If the performance of this Agreement or any obligations hereunder is prevented, restricted or interfered with by reason of earthquake, fire, flood or other casualty or due to strikes, riot, storms, explosions, acts of God, war, or a similar occurrence or condition beyond the reasonable control of the Parties, the Party so affected shall, upon giving prompt notice to the other Parties, be excused from such performance during such prevention, restriction or interference, and any failure or delay resulting therefrom shall not be considered to be in default or a breach of this Agreement , and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 20 contracts

Samples: Research Collaboration and License Agreement (AC Immune SA), Exclusive License Agreement (Dicerna Pharmaceuticals Inc), Exclusive License Agreement (Denali Therapeutics Inc.)

Force Majeure. A Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party Party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party ’s 's reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the ISO or any Party or property or equipment of others which is deemed under to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected Party.

Appears in 18 contracts

Samples: Operating Agreement, Operating Agreement, Agreement

Force Majeure. A Each Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected party.

Appears in 17 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

Force Majeure. A Party 16.1 Neither party shall not be considered to be in default under this Agreement or breach of this Agreement responsible in tort, and shall be excused from performance strict liability, contract or liability other legal theory to the other party for damages to of any description for any interruption or failure of service or deficiency in the quality or quantity of service, or any other failure to perform if such failure is not caused by the affected party ’s fault or negligence, if is caused by factors beyond the party's reasonable control and that by exercise of reasonable diligence the party is unable to the extent it shall be delayed in prevent or prevented from performing or carrying out any of the provisions of this Agreement overcome, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire including without limitation, storm, flood, ice lightning, earthquake, explosion, epidemic civil disturbance, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control labor dispute, including any curtailment sabotage, order war, regulation insurrection, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence God or Intentional Wrongdoing by the public enemy, action of a Party court, public authority or Independent System Operator. Any Notwithstanding the foregoing, economic hardship of either Party claiming shall not constitute a Force Majeure event shall use reasonable diligence under this agreement. Any obligation to remove the condition that prevents performance and shall pay an amount otherwise owed may not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required excused by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Majeure.

Appears in 16 contracts

Samples: Standard Service Agreement, Standard Service Agreement, Standard Service Agreement

Force Majeure. A Each Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party ’s 's reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected party.

Appears in 16 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

Force Majeure. A ‌ Each Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected party.

Appears in 15 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

Force Majeure. A Party shall not be considered to be in default or breach Performance of any obligation required by this Agreement, and Agreement shall be excused from performance or liability for damages to any other party, suspended if and to the extent it shall be delayed in or compliance is prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act an Act of God, labor disturbance strike, sabotage, failure of suppliers of materials, act of the public enemy fire, war, invasion civil disturbance, insurrection, riot, fire, storm, flood, ice, earthquake embargo, explosion , epidemic , breakage or accident to machinery or equipment lines of pipe; repairing or altering machinery or lines of pipe; freezing of wells or lines of pipe; by federal, state of local law, rule, order or regulation or by any other cause or causes reasonably beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making the control of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party party. Any Party party claiming a Force Majeure event shall use reasonable diligence to remove such interference with the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is hereunder shall provide notice to the other party, specifying the cause of such interference. A party shall not be required by the Force Majeure event. Each Party shall use this paragraph to settle a labor dispute with its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder own employees on terms it deems unfavorable.

Appears in 12 contracts

Samples: Terms of Service, Terms of Service, www.starionenergy.com

Force Majeure. A Party shall not be considered to be in default Non-performance of Consultant or breach of this Agreement, and Village shall be excused from performance or liability for damages to any other party, if and to the extent it shall be that performance is rendered impossible or delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot strike, fire, storm hurricane, flood, ice terrorism, earthquake, explosion, epidemic, breakage governmental acts or accident to machinery orders or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation restrictions, or restriction imposed other similar reason where failure to perform is beyond the control of and not caused by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment negligence of the non-performing Party or property or equipment (“Force Majeure”), provided that the non-conforming Party gives prompt notice of others which is deemed under such conditions to the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any other Party claiming a Force Majeure event shall use and makes all reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform , and resume full performance of its obligations hereunder .

Appears in 12 contracts

Samples: Professional Services Agreement, Items and Services, Professional Services Agreement

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance or liability for damages to If any other party, if and to condition beyond the extent it shall be delayed in or prevented from performing or carrying out any control of the provisions Parties shall wholly or partially prevent the performance by either Party of this Agreement its obligations hereunder, arising out of or from any act including, omission without limitation, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of God or the public enemy, fire, explosion, flood, earthquake, war , invasion, insurrection , riot, fire adverse weather conditions, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or breakdowns in equipment or facilities, strike, slowdown, work stoppage or other labor trouble or delays in receiving or failures to receive any other permits, licenses or approvals from any governmental authority, then the Party shall be excused to the extent made necessary by such cause or causes beyond such Party’s reasonable control condition and during the continuance thereof, including any curtailment and the Party shall incur no liability by reason of its failure to perform the obligations so excused. Such cause or condition shall not, order however, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment relieve either Party of the Party or property or equipment of others which is deemed under obligation to pay the Operational Control of Fees due for the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence Services rendered prior to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder stoppage.

Appears in 12 contracts

Samples: Money Laundering Agreement (JNL Series Trust), Anti Money Laundering Agreement (JNL Series Trust), Anti Money Laundering Agreement (JNL Investors Series Trust)

Force Majeure. A Neither Party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be delayed that any delay or failure in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations under this Agreement results from any cause beyond its reasonable control and without its fault or negligence, such as acts of God, acts of civil or military authority, embargoes, epidemics, war, riots, insurrections, fires, explosions, earthquakes, floods, unusually severe weather conditions, labor problems or unavailability of parts, or, in the case of computer systems, any greater scope failure in electrical or air conditioning equipment. In the event of any such excused delay, the time for any longer duration than is required performance shall be extended for a period equal to the time lost by reason of the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 12 contracts

Samples: Employee Matters Agreement (AOL Inc.), Employee Matters Agreement (AOL Inc.), Employee Matters Agreement (AOL Inc.)

Force Majeure. A Party shall not be considered to be 25.1 Any delay in default or breach the performance by any party hereto of this Agreement, and its obligations (except for payment of monies when due) shall be excused from performance or liability for damages to any other party, if during the period and to the extent it shall be delayed in that such performance is rendered impossible or prevented from performing impracticable due to any one or carrying out any more of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act following: acts of God, labor disturbance fires or other casualty, sabotage flood or weather condition, failure earthquakes, acts of suppliers of materials, act of the a public enemy, acts of war, invasion terrorism, insurrection, riot riots or civil commotion, fire explosions, storm strikes, flood boycotts, ice unavailability of parts, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or materials through normal supply sources, the failure of any utility to supply its services for reasons beyond the control of the party whose performance is to be excused, or other cause or causes beyond such Party party’s reasonable control , including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 11 contracts

Samples: Signatory Agreement (Virgin America Inc.), Signatory Agreement (Virgin America Inc.), Signatory Agreement (Spirit Airlines, Inc.)

Force Majeure. A Party No party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance Agreement or liability for damages to any other party, if and liable to the extent it shall be delayed other party for any delay or default in or prevented from performing or carrying out performance where occasioned by any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence cause of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage kind or accident to machinery or equipment or any other cause or causes extent beyond such Party’s reasonable its control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance but not limited to those listed above upon to, armed conflict or economic dislocation resulting therefrom; embargoes; shortages of labor, raw materials, production facilities or transportation; labor difficulties; civil disorders of any kind; action of any civil or military authorities (including, priorities and allocations); fires; floods and accidents. The dates on which the property or equipment obligations of the Party party are to be fulfilled shall be extended for a period equal to the time lost by reason of any delay arising, directly or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder. indirectly from:

Appears in 11 contracts

Samples: Intercorporate Services Agreement (Titanium Metals Corp), Intercorporate Services Agreement (Real Goods Solar, Inc.), Intercorporate Services Agreement (Keystone Consolidated Industries Inc)

Force Majeure. A No Party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be delayed that any delay or failure in or prevented from performing or carrying out any the performance of the provisions of its obligations under this Agreement, arising out of or Agreement results from any act cause beyond its reasonable control, omission, or circumstance by or in consequence of any act such as acts of God, labor disturbance decrees or restraints of any Governmental Authority, sabotage acts of civil or military authority, failure of suppliers of materials embargoes, act of the public enemy epidemics, war, invasion riots, insurrection insurrections, riot fires, fire explosions, storm earthquakes, flood floods, ice unusually severe weather conditions, earthquake strikes or other labour disturbances or unavailability of parts, explosion or, epidemic in the case of computer systems, breakage any failure in electrical or accident to machinery or equipment or air conditioning equipment, and any other cause or causes beyond whether similar or dissimilar to those already specified, which cannot be controlled by such Party ’s reasonable control . In the event of any such excused delay, including any curtailment the time for performance shall be extended for a period equal to the time lost by reason of the delay; provided however that the Party seeking to excuse its performance shall promptly notify the other Party of the cause therefor, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon such performance shall be so excused during the property or equipment inability of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or perform so caused, but for any no longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform period, and resume full performance of its obligations hereunder the cause thereof shall be remedied as far as is commercially reasonable with all reasonable dispatch.

Appears in 11 contracts

Samples: Master Separation Agreement (Photowatt Technologies Inc.), Transitional Services Agreement (Photowatt Technologies Inc.), Transitional Services Agreement (Photowatt Technologies Inc.)

Force Majeure. A Party No party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance Agreement or liability for damages to any other party, if and Ancillary Agreement to the extent it shall be delayed that any delay or failure in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations under this Agreement or any Ancillary Agreement results from any cause beyond its reasonable control and without its fault or negligence, such as acts of God, acts of civil or military authority, embargoes, epidemics, war, riots, insurrections, fires, explosions, earthquakes, floods, unusually severe weather conditions, labor problems or unavailability of parts, or, in the case of computer systems, Year 2000 problems or any greater scope failure in electrical or air conditioning equipment. In the event of any such excused delay, the time for any longer duration than is required performance shall be extended for a period equal to the time lost by reason of the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 11 contracts

Samples: Separation and Distribution Agreement (Teledyne Technologies Inc), Separation and Distribution Agreement (Teledyne Technologies Inc), Separation and Distribution Agreement (Water Pik Technologies Inc)

Force Majeure. A Party shall not be considered To the extent that Humber is unable to be fulfill or is delayed or restricted in default or breach of fulfilling its obligations under this Agreement Agreement by any cause beyond its control, and Humber shall be excused relieved from performance or liability for damages to any other party, if the fulfillment of its obligations during that period and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and Resident shall not be entitled to suspend performance any reduction in fees or any compensations as a result. Without restricting the generality of the foregoing, Humber shall not be responsible for failing to meet its obligations in under this Agreement due to a strike by its employees, a lock-out of employees by Humber, and/or any greater scope other form of job action or for any longer duration than is required labour unrest, or due to unforeseen events, including fires, floods, earthquakes, severe weather conditions, power outages, flu pandemic, intervention by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects civilian or military authorities, acts of such Force Majeure event war or terrorism, remedy its inability to perform, and resume full performance of its obligations hereunder governmental legislation or other unforeseen developments.

Appears in 11 contracts

Samples: Humber Residence and Dining Agreement, Humber Residence and Dining Agreement, Humber Residence and Dining Agreement

Force Majeure. A Party shall not be considered to be liable for a failure or delay in default or breach the performance of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of its obligations under this Agreement where such failure or delay is the provisions result of this Agreement fire, arising out of or from any act, omission flood, or circumstance by or in consequence of any other natural disaster, act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection embargo, riot, fire labor dispute, storm, flood, ice, earthquake, explosion, epidemic, breakage unavailability of raw materials or accident to machinery utilities (provided that such unavailability is not caused by the actions or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment inactions of the Party claiming force majeure), or property the intervention of any government authority, providing that the Party failing in or equipment delaying its performance immediately notifies the other Party of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, perform and resume full performance of its obligations hereunder states the reason for such inability.

Appears in 10 contracts

Samples: Aero Wafer and Services Agreement (FSC Semiconductor Corp), National Assembly Services Agreement (FSC Semiconductor Corp), National Foundry Services Agreement (FSC Semiconductor Corp)

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and Neither Lucent nor Company shall be excused from liable for any loss, damage, delay or failure of performance resulting directly or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or indirectly from any act cause which is beyond its reasonable control, omission, or circumstance by or in consequence of any act including but not limited to acts of God, labor disturbance extraordinary traffic conditions, sabotage riots, failure civil disturbances, wars, states of suppliers of materials, act belligerency or acts of the public enemy, war strikes, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation work stoppages, or restriction imposed the laws, regulations, acts or failure to act of any governmental authority. In the event that performance under this Agreement is prevented for a continuous period of two (2) months or longer by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment any of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each foregoing causes, either Party shall use its best efforts have the right to mitigate terminate this Agreement by giving written notice to the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder other Party.

Appears in 9 contracts

Samples: Development Agreement (Mphase Technologies Inc), Development Agreement (Mphase Technologies Inc), Development Agreement (Mphase Technologies Inc)

Force Majeure. A Party Neither party shall be liable for any loss directly or indirectly occasioned by breakdown, delays, or failure of communication with respect to systems not controlled, licensed or operated by that party. In the event that Adviser’s performance of any of its obligations and undertakings hereunder shall be considered to be in default interrupted or breach delayed by any occurrence of this Agreement an act of God, and exchange or market rulings, suspension of trading, government restrictions, computer failures, failure of communication, force majeure, war, fire, or flood, then it shall be excused from performance or liability for damages such period of time as is reasonably necessary to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate remedy the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder occurrence.

Appears in 9 contracts

Samples: Investment Advisory Agreement (Eq Advisors Trust), Investment Advisory Agreement (Axa Premier Vip Trust), Investment Advisory Agreement (Eq Advisors Trust)

Force Majeure. A Party Any delays in or failure of performance of either party shall not be considered constitute a default under this Agreement or give rise to be in default or breach of this Agreement, and shall be excused from performance or liability any claim for damages to any other the extent such delays or failure of performance are caused by circumstances beyond the reasonable control of such party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement including, arising out of or from any act but not limited to, omission, or circumstance by or in consequence of any act acts of God, labor disturbance fire, sabotage flood, failure of suppliers of materials, act of the public enemy explosion, war, invasion terrorism, insurrection strikes or work stoppages, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident inability to machinery or obtain equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation transportation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making loss of repairs necessitated by an emergency circumstance not limited to those listed above upon any necessary utility. The time for performance so delayed will be deemed extended for the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects period of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 9 contracts

Samples: Master Purchasing Agreement, Master Purchasing Agreement, Master Purchasing Agreement

Force Majeure. A No Party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be delayed in and during the period such Party's performance is made impracticable by any unanticipated cause or prevented from performing causes beyond such Party’s control and without such Party’s fault or carrying out any of the provisions of this Agreement negligence, arising out of or from which may include, but are not limited to, any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, storm or flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment equipment, or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, regulation or restriction imposed by governmental, military or lawfully established civilian authorities . Upon the occurrence of an event considered by a Party to constitute a force majeure event, such Party shall use reasonable efforts to endeavor to continue to perform its obligations as far as reasonably practicable and to remedy the event, provided that this Section shall require no Party to settle any strike or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party labor dispute. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove notify the condition that prevents performance other Party in writing immediately and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder. no event later forty-eight

Appears in 9 contracts

Samples: Joint Operating Agreement, Joint Operating Agreement, Joint Operating Agreement

Force Majeure. A Party Failure of either party to perform its obligations under this Agreement (except the obligation to make payments) shall not be considered subject such party to be in default any liability or constitute a breach of this Agreement, and shall be excused from performance Agreement if such failure is caused by any event or liability for damages to any other circumstances beyond the reasonable control of such non-performing party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act including without limitation acts of God, labor disturbance fire, explosion, flood, drought, war, riot, sabotage, embargo, strikes or other labor trouble, failure in whole or in part of suppliers of to deliver on schedule materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or machinery, interruption of or delay in transportation (unless caused by the party so affected), a national health emergency or compliance with any other cause order or causes beyond such Party’s reasonable control, including regulation of any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party government entity. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing party whose performance is affected by a Party. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence take prompt action to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate remedy the effects of such Force Majeure force majeure event , remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 9 contracts

Samples: Exclusive Distribution Agreement (InspireMD, Inc.), Exclusive Distribution Agreement (InspireMD, Inc.), Exclusive Distribution Agreement (InspireMD, Inc.)

Force Majeure. A Party shall You will not be considered to be liable for any delay in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out failure to perform any of the provisions of your obligations under this Agreement, arising out of or from any act, omission, or circumstance by or in consequence Agreement as a result of any circumstances or events beyond your reasonable control, including without limitation the failure, malfunction or unavailability of power, telecommunications, data communications, computer systems or software and related services, act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection terrorism, riot, civil unrest or commotion, fire , storm , flood, ice wind storms, earthquake hurricanes, explosion government action, epidemic strikes, breakage lock-outs, labour disruption or accident to machinery other industrial action or equipment trade dispute (whether involving your employees or those of any other cause person). Any delay or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making failure of repairs necessitated by an emergency circumstance this kind will not limited be deemed to those listed above upon be a breach of this Agreement and the property or equipment time for performance of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing affected obligation will be extended by a Party. Any Party claiming a Force Majeure event shall use period that is reasonable diligence to remove in the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder circumstances.

Appears in 9 contracts

Samples: Personal Internet Banking Agreement, Deposit Box Agreement, Credit Cards Agreement

Force Majeure. A With the exception of the obligation to pay monies due and owing, each Party shall not be considered to be in default or breach of this Agreement, and hereto shall be excused from performance or liability hereunder for damages to any other party, if period and to the extent that it shall be delayed in or is prevented from performing or carrying out any of the provisions of this Agreement services pursuant hereto, arising out of or from any act, omission, or circumstance by in whole or in consequence part, as a result of any delays caused by the other Party or an act of God, labor war, civil disturbance, sabotage court order, failure governmental action, laws, orders, regulations, directions or requests, or as a result of suppliers events such as acts of materials public enemies, act earthquakes, fires, floods, strikes or other labor disturbances of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment other Party or any third party, or other cause or causes beyond its reasonable control and which it could not have prevented by reasonable precautions, and such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and nonperformance shall not be entitled to suspend performance of its obligations in any greater scope a default hereunder or a ground for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder termination hereof.

Appears in 9 contracts

Samples: Intellectual Property License Agreement (Immersion Corp), Intellectual Property License Agreement (Immersion Corp), Technology Product Development Agreement (Immersion Corp)

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and Neither party shall be excused from performance liable for any loss or liability for damages to any damage suffered by the other party, if and directly or indirectly, as a result of the non-performing party’s failure to the extent it shall be delayed perform, or delay in or prevented from performing or carrying out performing, any of its obligations contained in this contract (except any obligations to make payments for services rendered or accepted goods received before the provisions of this Agreement failure to perform or the delay in performance), arising out of where such failure or from any act delay is caused by circumstances beyond the non- performing party’s control or which make performance commercially impracticable, omission including but not limited to fire, flood, storm or circumstance by other natural disaster, explosion, accident, war, riot, civil disorder, government regulations or in consequence restrictions of any act kind or any acts of any government, alien enemy, judicial action, power failure, acts of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party natural circumstances. A This Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations provision excludes economic hardship, changes in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform market conditions, and resume full performance insufficiency of its obligations hereunder funds on the part of Contractor.

Appears in 9 contracts

Samples: Commodity Processing Pork, Contract for Goods And, Contract for Goods And

Force Majeure. A Party Neither party shall not be considered liable to the other or be deemed to be in default or breach of this Agreement Contract for any failure or delay in rendering performance arising out of causes beyond its reasonable control and without its fault or negligence. Such causes may include, and but are not limited to, acts of nature or of a public enemy, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or unusually severe weather. Dates or times of performance shall be excused from performance or liability for damages to any other party, if and extended to the extent it shall be delayed in or prevented from performing or carrying out any of delays excused by this section, provided that the party whose performance is affected notifies the other promptly of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance existence and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects nature of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 8 contracts

Samples: University of Massachusetts Dartmouth Performer Contract for Services, University of Massachusetts Contract for Services Terms and Conditions, Performer Contract for Services

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and Neither party shall be excused from obligated to perform any duty, requirement or obligation under this Agreement if such performance or liability for damages to any other party, if and to the extent it shall be delayed in or is prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice hurricane, earthquake, explosion, epidemic wars, breakage sabotage, accident, flood, acts of God, strikes, or accident to machinery other labor disputes, riot or equipment civil commotions, or by reason of any other matter or condition beyond the control of either party, and which cannot be overcome by reasonable diligence and without unusual expense (“Force Majeure”). In no event shall a lack of funds on the part of either party be deemed Force Majeure. In the event any of the licensed facilities, or any part thereof, shall be destroyed by fire or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation cause, or restriction imposed if any other casualty or any unforeseen occurrence shall render the fulfillment of this Agreement by governmental either party impossible, military or lawfully established civilian authorities then and thereupon, or by making of repairs necessitated by an emergency circumstance not limited this Agreement shall be modified to those listed above upon exclude the property or equipment use of the Party or property or equipment of others which is deemed under damaged licensed facility until such time as the Operational Control of owning party, at its discretion, returns the Party. A Force Majeure event does not include facility to an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder operable condition.

Appears in 8 contracts

Samples: Reciprocal Use Agreement, Reciprocal Use Agreement, Reciprocal Use Agreement

Force Majeure. A Party shall not be considered To the extent that Humber is unable to be fulfill or is delayed or restricted in default or breach of fulfilling its obligations under this Agreement Agreement by any cause beyond its control, and Humber shall be excused relieved from performance or liability for damages to any other party, if the fulfillment of its obligations during that period and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and Resident shall not be entitled to suspend performance any reduction in fees or any compensations as a result thereof. Without restricting the generality of the foregoing, Humber shall not be responsible for failing to meet its obligations in under this Agreement due to a strike by its employees, a lock-out of employees by Humber, and/or any greater scope other form of job action or for any longer duration than is required labour unrest, or due to unforeseen events, including fires, floods, earthquakes, severe weather conditions, flu pandemic, intervention by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects civilian or military authorities, acts of such Force Majeure event war or terrorism, remedy its inability to perform, and resume full performance of its obligations hereunder governmental legislation or other unforeseen developments.

Appears in 8 contracts

Samples: Humber Residence Agreement, Humber Residence Agreement, Humber Residence Agreement

Force Majeure. A Party Neither party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance Agreement or liability for damages to any other party, if and liable to the extent it shall be delayed other party for any delay or default in or prevented from performing or carrying out performance where occasioned by any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence cause of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage kind or accident to machinery or equipment or any other cause or causes extent beyond such Party’s reasonable its control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance but not limited to, armed conflict or economic dislocation resulting therefrom; embargoes; shortages of labor, raw materials, production facilities or transportation; labor difficulties; civil disorders of any kind; action of any civil or military authorities (including priorities and allocations); fires; floods; and accidents. The dates on which the obligations of a party are to those listed above upon be fulfilled shall be extended for a period equal to the property time lost by reason of any delay arising directly or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder. indirectly from:

Appears in 8 contracts

Samples: Corporate Management Services Agreement (Ibex Resources Corp.), Corporate Management Services Agreement (Jedediah Resources Corp.), Corporate Administrative Services Agreement (Mascota Resources Corp.)

Force Majeure. A Party shall not be considered to be in default or breach Performance of any obligation required by this Agreement, and Agreement shall be excused from performance or liability for damages to any other party, suspended if and to the extent it shall be delayed in or compliance is prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act an Act of God, labor disturbance strike, sabotage, failure of suppliers of materials, act of the public enemy fire, war, invasion civil disturbance, insurrection, riot, fire, storm, flood, ice, earthquake embargo, explosion , epidemic , breakage or accident to machinery or equipment lines of pipe; repairing or altering machinery or lines of pipe; freezing of wells or lines of pipe; by federal, state or local law, rule, order or regulation or by any other cause or causes reasonably beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making the control of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party party. Any Party party claiming a Force Majeure event shall use reasonable diligence to remove such interference with the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is hereunder shall provide notice to the other party, specifying the cause of interference. A party shall not be required by the Force Majeure event. Each Party shall use this paragraph to settle a labor dispute with its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder own employees on terms it deems unfavorable.

Appears in 8 contracts

Samples: Agreement to Purchase, Agreement to Purchase, Agreement to Purchase

Force Majeure. A Each Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party ’s 's reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected Party.

Appears in 8 contracts

Samples: Reliability Coordination Agreement, Operating Agreement, Operating Agreement

Force Majeure. A Party Other than the Licensee's failure to pay amounts due and payable under this Agreement, the Licensee shall not be considered to be in default or breach be subject to sanction under any provision of this Agreement, and shall be excused from Agreement when its performance or liability for damages to any other party, if and to the extent it shall be delayed in or is prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any Force Majeure. Force Majeure means an event caused by epidemic; act of God , labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, ; fire , storm , flood, ice hurricanes, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation tornadoes, or restriction imposed by governmental, other natural disasters; explosions; terrorist acts against the City or Licensee; act of military or lawfully established civilian authorities superior governmental authority that Licensee is unable to prevent by exercise of reasonable diligence; war; riots; or civil disorder; provided, however, that such causes are beyond the reasonable control and without the willful act, fault, failure or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment negligence of the Party or property or equipment of others which is deemed under the Operational Control of the Party Licensee. A Force Majeure event The term does not include any changes in general economic conditions such as inflation, interest rates, economic downturn or other factors of general application; or an act event that merely makes performance more difficult, expensive or impractical. Performance is not excused under this section following the end of negligence the applicable event of Force Majeure. Licensee is not relieved from performing its obligations under this Agreement due to a strike or Intentional Wrongdoing by a Party work slowdown of its employees. Any Party claiming a Force Majeure event shall use reasonable diligence does not entitle Licensee to remove reimbursement of payments. This relief is not applicable unless the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by affected party does the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder. following:

Appears in 8 contracts

Samples: Attachment License Agreement, Attachment License Agreement, Attachment License Agreement

Force Majeure. A Party 17.1 Neither party shall not be considered to be in default under this Agreement or breach of this Agreement responsible in tort, and shall be excused from performance strict liability, contract or liability other legal theory to the other party for damages to of any description for any interruption or failure of service or deficiency in the quality or quantity of service, or any other failure to perform if such failure is not caused by the affected party ’s fault or negligence, if is caused by factors beyond the party's reasonable control and that by exercise of reasonable diligence the party is unable to the extent it shall be delayed in prevent or prevented from performing or carrying out any of the provisions of this Agreement overcome, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire including without limitation, storm, flood, ice lightning, earthquake, explosion, epidemic civil disturbance, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control labor dispute, including any curtailment sabotage, order war, regulation insurrection, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence God or Intentional Wrongdoing by the public enemy, action of a Party court, public authority or Independent System Operator. Any Notwithstanding the foregoing, economic hardship of either Party claiming shall not constitute a Force Majeure event shall use reasonable diligence under this agreement. Any obligation to remove the condition that prevents performance and shall pay an amount otherwise owed may not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required excused by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Majeure.

Appears in 8 contracts

Samples: Standard Service Agreement, Standard Service Agreement, Service Agreement

Force Majeure. A Party shall not Neither party will be considered to be liable for the costs or expenses arising from any failure or delay in default or breach the performance of this Agreement, Agreement that is due and shall be excused from performance or liability for damages attributable to any other causes beyond the control of either party, if and including but not limited to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy weather, war, invasion civil unrest, strikes, lockouts, destruction of production facilities, riots, insurrection, riot terrorist attacks, government regulatory actions, acts or decrees of governmental or military bodies, fire, storm casualty, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s force majeure event, provided that the party has used commercially reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability the cause. Supplier will not be liable for any delays in the normal production or interruption in the workflow process caused by changes to perform, and resume full performance of its obligations hereunder the specifications by.

Appears in 7 contracts

Samples: Toll Manufacturing Agreement, Supply Agreement, Manufacturing and Supply Agreement

Force Majeure. A Party shall not be considered to be in default or breach If performance of this Agreement Lease or of any obligation hereunder (other than a monetary obligation) is prevented or substantially restricted or interfered with by reason of an event of Force Majeure (as defined below), and the affected party, upon giving notice to the other party, shall be excused from such non-monetary performance or liability for damages to any other party, if and to the extent it of and for the duration of such prevention, restriction or interference. The affected party shall be delayed in use reasonable efforts to avoid or prevented remove such causes of nonperformance and shall continue performance hereunder whenever such causes are removed. “Force Majeure” means any act or event that prevents the affected Party from performing its non-monetary obligations in accordance with this Lease, if such act or carrying event is beyond the reasonable control and not the result of the fault or negligence of the affected Party and such Party could not have overcome such act or event with the exercise of due diligence (including the expenditure of reasonable sums). Subject to the foregoing, Force Majeure may include without limitation the following acts or events: (i) Acts of God, including hurricanes, floods, earthquakes, and any other adverse weather conditions that are out of the ordinary for the geographic area of the Property, and which directly result in a party’s inability to perform its obligations, (ii) acts of civil disorder including acts of sabotage, acts of war, lockouts, insurrection, riots, mass protests or demonstrations, and police action in connection with or in reaction to any such acts of civil disorder, when any such acts of civil disorder directly result in a Party’s inability to perform its obligations and are not a result of such Party’s breach of any agreement, and (iii) failures resulting from fires, mechanical breakdowns of or necessities for making repairs or alterations to transformers, power lines, switching equipment, inverters, machinery, cables, meters or any of the provisions of this Agreement equipment therein or thereon, arising out of or from when any act, omission, or circumstance by or such failure directly results in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such a Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of perform its obligations hereunder non-monetary obligations.

Appears in 7 contracts

Samples: Solar Roof Lease (Green Stream Holdings Inc.), Solar Roof Lease (Green Stream Holdings Inc.), Solar Roof Lease (Green Stream Holdings Inc.)

Force Majeure. A No Party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be that any delay or failure in the performance of its obligations under this Agreement results from superior force (“Force Majeure”) or any act, occurrence or omission beyond its reasonable control and without its fault or negligence, such as fires, explosions, accidents, strikes, lockouts or labor disturbances, floods, droughts, earthquakes, epidemics, seizures of cargo, wars (whether or not declared), civil commotion, acts of God or the public enemy, action of any government, legislature, court or other Governmental Authority, action by any authority, representative or organization exercising or claiming to exercise powers of a government or Governmental Authority, compliance with Applicable Law, blockades, power failures or curtailments, inadequacy or shortages or curtailments or cessation of supplies of raw materials or other supplies, failure or breakdown of equipment of facilities or, in the case of computer systems, any failure in electrical or air conditioning equipment (a “Force Majeure Event”). If a Force Majeure Event has occurred and its effects are continuing, then, upon notice by the Party who is delayed in or prevented from performing its obligations to the other Party, (i) the affected provisions or carrying out any of the provisions other requirements of this Agreement Agreement shall be suspended to the extent necessary during the period of such disability, arising out of (ii) the Party which is delayed or prevented from any act, omission, or circumstance performing its obligations by or a Force Majeure Event shall have the right to apportion its Services in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of an equitable manner to all users and (iii) such Party shall have no liability to the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment other Party or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Person in connection therewith. The Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence delayed or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of prevented from performing its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party Event shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder this Agreement as soon as reasonably practicable following the cessation of the Force Majeure Event (or the consequences thereof).

Appears in 7 contracts

Samples: Transition Services Agreement (Patriot Coal CORP), Transition Services Agreement (Michigan Commerce Bancorp LTD), Transition Services Agreement (Virtus Investment Partners, Inc.)

Force Majeure. A Party No Member shall not be considered liable to any other Member for damages or otherwise be in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be delayed in and during the period such Member's performance is prevented by any cause or prevented from performing causes beyond such Member's control and without such Member's fault or carrying out any of the provisions of this Agreement negligence, arising out of or from including but not limited to any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, storm or flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment equipment, or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, regulation or restriction imposed by governmental, military or lawfully established civilian authorities ; provided, or by making however, that any such foregoing event shall not excuse any payment obligation. Upon the occurrence of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing considered by a Party. Any Party claiming Member to constitute a Force Majeure event force majeure event, such Member shall use reasonable due diligence to remove the condition that prevents performance and shall not be entitled endeavor to suspend performance of continue to perform its obligations in any greater scope or for any longer duration than is as far as reasonably practicable and to remedy the event, provided that no Member shall be required by the Force Majeure event. Each Party shall use its best efforts this provision to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder settle any strike or labor dispute.

Appears in 7 contracts

Samples: Operating Agreement (PPL Electric Utilities Corp), Operating Agreement (Pp&l Resources Inc), Operating Agreement (Peco Energy Co)

Force Majeure. A Neither Party shall not be considered to be in default or breach liable for any loss or damage resulting from delays in performance or from failure to perform or comply with terms of this Agreement Agreement (other than the obligation to make payments, and which shall not be excused from performance or liability for damages affected by this provision) due to any other party causes beyond its reasonable control, if and which causes include but are not limited to the extent it shall be delayed in Acts of God or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy , ; riots and insurrections; war , invasion, insurrection, riot, ; fire , storm, flood, ice, earthquake, explosion, epidemic, breakage ; strikes and other labor difficulties (whether or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party is in a position to concede to such demands); embargoes; judicial action; lack of or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform obtain export permits or approvals, necessary labor, materials, energy, components or machinery; and resume full performance acts of its obligations hereunder civil or military authorities.

Appears in 7 contracts

Samples: Software Agreement (Axesstel Inc), License Agreement (Axesstel Inc), Software Agreement (Axesstel Inc)

Force Majeure. A Party shall not be considered To the extent that the University is unable to be fulfill, or is delayed or restricted in default or breach of fulfilling, its obligations under this Agreement Agreement by any cause beyond its control, and the University shall be excused relieved from performance or liability for damages to any other party, if the fulfillment of its obligations during that period and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and Resident shall not be entitled to suspend performance any reduction in fees or any compensation as a result thereof. Without restricting the generality of the foregoing, the University shall not be responsible for failing to meet its obligations in any greater scope or for any longer duration than is required under this Agreement due to a strike by its employees, a lock-out of employees by the Force Majeure event University, and/or any other form of job action or labour unrest, or due to acts of God, including fires, floods, earthquakes, severe weather conditions, flu pandemic, intervention by civilian or military authorities, governmental legislation, or other unforeseen developments. Each Party shall use its best efforts Student Housing & Residence Life reserves the right to mitigate the effects of such Force Majeure event, remedy its inability require residents to perform, and resume full performance of its obligations hereunder immediately vacate their room or unit if a situation occurs in which safety measures are compromised.

Appears in 7 contracts

Samples: Graduate and Medical Housing Occupancy Agreement, 2020 Undergraduate Housing Occupancy Agreement, 2018 Summer Housing Occupancy Agreement

Force Majeure. A No delay or failure in performance by either Party shall not be considered to be in (except for Advertiser’s payment obligations) will constitute default or breach of this Agreement hereunder or, and shall be excused from performance or liability for damages give rise to any other party claim or damages if, if and to the extent it shall be delayed in extent, such delay or prevented from performing failure is caused by an occurrence beyond the control and without fault or carrying out any negligence of the provisions Party affected and which said Party is unable to prevent or provide against, by exercise of this Agreement reasonable diligence including, arising out of or from any act, omission, or circumstance by or in consequence of any but not limited to: an act of God, strike or other labor disturbance dispute, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection fire, riot, fire or civil commotion, storm government action or decree, flood inclement weather conditions, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or for any other cause or causes reason beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment control of the Party or property or equipment of others which is deemed under Parties (collectively, a “Force Majeure”). In the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence excuses performance, then neither Party will be obligated in any way to remove the condition that prevents performance and shall not be entitled to suspend performance of fulfill its obligations in any greater scope or under this Agreement (except for any longer duration than is required Advertiser’s payment obligations) during the period of interruption caused by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Majeure.

Appears in 7 contracts

Samples: 2020 Aashe Bulletin Advertising Agreement, Aashe Online Community Advertising Agreement, 2020 Aashe Bulletin Advertising Agreement

Force Majeure. A Party shall not be considered In the event that either party is unable to be in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out perform any of the provisions its obligations under this Contract because of this Agreement reasons beyond its reasonable control, arising out of or from any act including but not limited to natural disaster, omission, or circumstance by or in consequence of any act of God, labor war, civil disturbance, sabotage court order, labor dispute, change in governmental regulations, delay or failure by third parties to provide critical goods or services, delay in obtaining Project site access due to problems or delays in the land acquisition process that are not caused by the School District, delay in obtaining Project site access due to failure or refusal of adjoining property owner to give necessary permission for required construction work or necessary entry onto adjoining property to perform required construction work, or delay or failure of suppliers of materials governmental or regulatory authorities having jurisdiction over the Project to give necessary or required approvals or documents for Project site access, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation construction work, or restriction imposed by governmental remediation of known, military or lawfully established civilian authorities unknown, differing, or by making of repairs necessitated by an emergency circumstance not limited unforeseen Project site conditions or environmental hazards or conditions, (hereinafter referred to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A as a “Force Majeure Condition”), the party that has been so affected shall immediately give notice to the other party; and shall exercise every commercially reasonable effort to resume performance as quickly as possible. The Environmental Consultant shall not be in default under Paragraph 14.2, Termination for Default, if any event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming default as provided therein is the result of a Force Majeure event shall use reasonable diligence to remove Condition and its occurrence is without the condition that prevents performance and fault or negligence of the Environmental Consultant. The School District shall not be entitled liable to suspend performance the Environmental Consultant for any failure to perform any of its obligations in any greater scope or for any longer duration than under this Contract if such failure is required by the result of a Force Majeure event Condition. Each Party Neither party shall use its best efforts be entitled to mitigate compensation for the effects of such other party’s delays or nonperformance resulting from Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Conditions.

Appears in 7 contracts

Samples: www.philasd.org, www.philasd.org, www.philasd.org

Force Majeure. A Neither Party shall not be considered to be deemed in default or breach violation of this Agreement, and shall be excused from performance or liability for damages to any other party, Agreement if and to the extent it shall be delayed in or either prevented from performing or carrying out any of the provisions obligations hereunder by reason of, for or through strikes, stoppage of this Agreement labor, arising out of or from any act riot, omission flood, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war storm, invasion, insurrection, riot accident, fire order of court, storm judge or civil authority, flood government regulations, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence God, or Intentional Wrongdoing by a any cause reasonably beyond the Party . Any Party claiming a Force Majeure event shall use reasonable diligence 's control and not attributable to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event neglect. Each Party shall use its best make all reasonable efforts to mitigate the effects of any such Force Majeure event, remedy its inability to perform, and resume full performance of its nothing herein shall relieve either Party from payment obligations hereunder for good or services already provided.

Appears in 7 contracts

Samples: Interlocal Agreement, Interlocal Agreement, www.dcccd.edu

Force Majeure. A (a) Force Majeure shall include but not be limited to acts of God, earthquakes, fires, floods, storms, strikes, labor disputes, riots, insurrections, acts of war (whether declared or otherwise), terrorism, acts of terrorism, acts of governmental, regulatory or judicial bodies, but if and only to the extent that such event or circumstance (i) directly affects the availability of the transmission or distribution facilities of the New England Transmission System, the Buyer or an Affiliate of the Buyer necessary to provide service to the Buyer’s customers which are taking service pursuant to the Default Service Tariff and (ii) it is not within the reasonable control of, or the result of the negligence of, the claiming Party, and which, by the exercise of due diligence, the claiming Party is unable to overcome or avoid or cause to be avoided. Force Majeure shall not be considered based on (A) fluctuations in Default Service, (B) the cost to a Party to overcome or avoid, or cause to be in default or breach of this Agreement avoided, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, event or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond affecting such Party’s reasonable control, including performance or (C) events affecting the availability or cost of operating any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder generating facility.

Appears in 7 contracts

Samples: Master Power Agreement, Master Power Agreement, Master Power Agreement

Force Majeure. A Party shall If Netstar is prevented or restricted in any way from carrying out all or any of its obligations under this Contract by reason of force majeure (an event or circumstance beyond the control of the Parties, such as a war, strike, riot, crime, or an “act of God” such as flooding or an earthquake which prevents one or both Parties from performing their obligations under the Contract), then Netstar will be relieved of its obligations to provide the Netstar Service during such period of force majeure, and Netstar will not be considered to liable for any loss, damage, action or claim which may be in default brought by the Subscriber or breach of this Agreement, and shall be excused from performance or liability for damages to by any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or party in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage such delay or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform , and resume full performance of its obligations hereunder .

Appears in 6 contracts

Samples: Subscriber Agreement, Netstar Subscriber Agreement, Subscriber Agreement for Corporate Consumer

Force Majeure. Neither Party shall be liable for any delay or failure in performance of any part of this Agreement to the extent such delay or failure is caused by an event of Force Majeure, including but not limited to fire, flood, explosion, accident, war, strike, embargo, governmental requirement, civil or military authority, Act of God, acts or omissions of common carrier, warehouseman, vendors or suppliers, including but not limited to providers of telecommunications services, or any other cause beyond its reasonable control. A failure to pay money by either Party shall not be considered to be in default or breach of excused under this Agreement, and shall be excused from performance or liability provision for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party period longer than five (5) days. Any Party claiming a Force Majeure event such delay or failure shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by this Agreement until the Force Majeure event. Each Party condition ceases and the Term shall use its best efforts to mitigate be extended by the effects length of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder the suspension.

Appears in 6 contracts

Samples: Master Service Agreement, Master Service Agreement, Master Service Agreement

Force Majeure. A Party 29.6.1. The Company shall be not liable for any failure or delay in the performance of its obligations pursuant to this Contract (and such failure or delay shall not be considered to be in deemed a default or breach of this Agreement Contract or grounds for termination hereunder if all of the following conditions are satisfied: (i) if such failure or delay: (a) could not have been prevented by reasonable precaution, and shall (b) cannot reasonably be excused from performance circumvented by the non- performing party through the use of alternate sources, work-around plans, or liability for damages to any other party, means; and (ii) if and to the extent it shall be delayed in such failure or prevented from performing delay is caused, directly or carrying out any indirectly, by fire, flood, earthquake, hurricane, elements of the provisions of this Agreement, arising out of nature or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance, sabotage, failure acts of suppliers of materials, act of the public enemy, war, invasion terrorism, insurrection riots, riot civil disorders, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage rebellions or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation revolutions, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder court order.

Appears in 6 contracts

Samples: Products and Services, Products and Services, Products and Services

Force Majeure. A Party shall not be considered In the event either party is unable to be in default or breach perform its obligations under the terms of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any Warrant Agreement because of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance, sabotage strikes, failure of suppliers carrier or utilities, equipment or transmission failure, damage that is reasonably beyond its control, terrorist acts, shortage of materials supply, act breakdowns or malfunctions, interruptions or malfunctions of the public enemy computer facilities, or loss of data due to power failures or mechanical difficulties with information storage or retrieval systems, labor difficulties, war, invasion or civil unrest, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes that is reasonably beyond such Party’s reasonable its control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and such party shall not be entitled liable for damages to suspend performance of its obligations in any greater scope or the other for any longer duration than is required by damages resulting from such failure to perform or otherwise from such causes. Performance under this Warrant Agreement shall resume when the Force Majeure event. Each Party shall use its best efforts affected party or parties are able to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder perform substantially that party’s duties.

Appears in 6 contracts

Samples: Warrant Agency Agreement (Rennova Health, Inc.), Warrant Agreement (Rennova Health, Inc.), Warrant Agency Agreement (Rennova Health, Inc.)

Force Majeure. A Party shall not be considered to be in default or breach Each of this Agreement, and the parties hereto shall be excused from performance delays in performing or liability for damages from failure to any other party, if and perform hereunder to the extent it shall be delayed in that such delays or prevented failures result from performing or carrying out any causes beyond the reasonable control of the provisions such party, including, but not limited to, forces of this Agreement nature, arising out of or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance strikes, sabotage lockouts, failure wars, blockades, insurrections, riots, epidemics, restraints or requirements of suppliers of materials any government or government agency, act of the public enemy civil disturbances, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic explosions, breakage or accident to machinery or equipment lines of pipe, unavailability of raw material or any other cause or causes beyond such Party’s reasonable control supplies, including any curtailment strandings, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment perils of the Party sea, the binding order of any court or property or equipment of others governmental authority which is deemed under the Operational Control has been resisted in good faith by all reasonable means, and other cause, whether of the Party kind enumerated or otherwise, not reasonably within the control of the party claiming suspension. A Force Majeure event does not include an act of negligence Failure to prevent or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and settle any strike shall not be entitled considered to suspend performance be a matter within the control of its obligations the party claiming suspension. However, in any greater scope order to be excused from delay or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability failure to perform, and resume full performance such party must act diligently to remedy the cause of its obligations hereunder such delay or failure.

Appears in 6 contracts

Samples: Fumed Metal Oxide Supply Agreement (Cabot Microelectronics Corp), Fumed Metal Oxide Supply Agreement (Cabot Microelectronics Corp), Alumina Supply Agreement (Cabot Microelectronics Corp)

Force Majeure. A Except with respect to payment obligations under this Agreement, neither Party shall not be liable for or will be considered to be in default or breach of or default under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence contract on account of any act delay or failure to perform as a result of any causes or conditions that are beyond the Party’s reasonable control and that the Party is unable to overcome through the exercise of commercially reasonable diligence, including but not limited to pandemics, fire, explosion, flood, storm or other acts of God, labor disturbance disruptions in transportation networks, sabotage, failure failures of suppliers of materials, act of the public enemy carriers or utilities, war, invasion embargo, insurrection strike, riot, fire or the intervention of any government authority. If any force majeure event occurs, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident the affected Party shall give prompt written notice to machinery or equipment or any the other cause or causes beyond such Party’s party and use commercially reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited efforts to those listed above upon minimize the property or equipment impact of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event . Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 6 contracts

Samples: www.trumpf.com, www.trumpf.com, www.trumpf.com

Force Majeure. A Each Party shall not be considered liable for any failure to perform or any delays in performance, and each Party shall not be deemed to be in breach or default or breach of its obligations set forth in this Agreement, and shall be excused from performance or liability for damages to any other party if, if and to the extent it shall be delayed in and for so long as, such failure or prevented from performing delay is due to any causes that are beyond its reasonable control and not to its acts or carrying out any of the provisions of this Agreement omissions, arising out of or from any act including, omission without limitation, or circumstance by or in consequence of any act such causes as acts of God, labor natural disasters, flood, severe storm, earthquake, civil disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection lockout, riot, fire embargo, storm acts of Government (other than Purchaser), flood war (whether or not declared), ice acts of terrorism, earthquake, explosion, epidemic, breakage the impact on a Party of an outbreak of any disease or accident to machinery an epidemic or equipment pandemic or any other cause or similar causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A (“Force Majeure event does Event”). Failure or inability to pay shall not include an act of negligence or Intentional Wrongdoing by be a Party. Any Party claiming basis for a Force Majeure Event under this Agreement. In the event of a Force Majeure Event, the Party prevented from or delayed in performing shall promptly give notice to the other Parties and shall use reasonable diligence Commercially Reasonable Efforts to remove avoid or minimize the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 6 contracts

Samples: Manufacturing and Supply Agreement, Manufacturing and Supply Agreement, Manufacturing and Supply Agreement

Force Majeure. A Party shall not be considered to be in default Default or breach of Breach under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from except the obligation to pay any act amount when due, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials materials (not including as a result of non-payment), act of the public enemy enemy or terrorists, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes (not including a lack of funds or other financial causes) beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities , or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party . A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except that the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected Party.

Appears in 6 contracts

Samples: Sponsor Agreement, www.iso-ne.com, www.iso-ne.com

Force Majeure. A Each Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party ISO or property or equipment of others which is deemed under any party to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance performance, except the settlement of any labor disturbance shall be in the sole judgment of the affected party. Claims by Employees and Insurance Each Party shall be solely responsible for and shall not be entitled to suspend performance bear all of the costs of claims by its obligations in own employees, contractors, or agents arising under and covered by, any greater scope or for any longer duration than is required by the Force Majeure event workers’ compensation law. Each Party shall use furnish, at its best efforts sole expense, such insurance coverage and such evidence thereof, or evidence of self-insurance, as is reasonably necessary to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of meet its obligations hereunder under this Agreement. Survival The provisions of this Article, “Limitations of Liability and Indemnification” shall survive the termination or expiration of this Agreement or the ISO Tariffs.

Appears in 6 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

Force Majeure. A (a) No Party shall not be considered to be in liable for any default or breach delay in the performance of its obligations under this Agreement, and shall be excused from performance or liability for damages to any other party, Agreement if and to the extent it shall be delayed in such default or prevented from performing delay is caused, directly or carrying out any indirectly, by fire, flood, lightning, earthquake, elements of the provisions of this Agreement, arising out of nature or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance riots, sabotage civil disorders, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage rebellions or accident to machinery or equipment revolutions in any country or any other cause or causes beyond the reasonable control of such Party ’s ; provided, however, that (i) the non-performing Party is without fault in causing such default or delay, and (ii) such default or delay could not have been prevented by reasonable control precautions and cannot reasonably be circumvented by the non-performing Party through the use of alternate sources, workaround plans or other means, including any curtailment, order, regulation, means contemplated by applicable disaster recovery processes or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder procedures).

Appears in 6 contracts

Samples: Iru Agreement (Winstar Communications Inc), Iru Agreement (Williams Communications Group Inc), Iru Agreement (Winstar Communications Inc)

Force Majeure. A Party shall not Neither party will be considered to be in default liable under this Agreement for any loss or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence damage of any act nature that is incurred as a result of God any failure or delay in performance that is, in turn, caused by circumstances beyond its reasonable control. This includes, without limitation, any failures or delays in performance caused by lack of available production facilities, strikes, lockouts, labor disturbance disputes, sabotage fires, failure acts of suppliers of materials, act of God or the public enemy, war riots, invasion interference by civil or military authorities, insurrection compliance with the laws, riot orders or policies of any governmental authority, fire delays in transit or delivery on the part of transportation companies, storm failures of communication facilities or sources of raw material, flood destruction of a party’s relevant facilities, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes condition beyond such Party the party’s reasonable control . This clause will not excuse, including however, a party’s obligation to pay money due hereunder to the other nor extinguish any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making obligations owed among the parties that arose prior to the event of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder force majeure.

Appears in 6 contracts

Samples: Articulation Agreement, Articulation Agreement, www1.gcsnc.com

Force Majeure. A Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from except the obligation to pay any act amount when due, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials materials (not including as a result of non-payment), act of the public enemy enemy or terrorists, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes (not including a lack of funds or other financial causes) beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities , or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party . Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except that the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgement of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected Party.

Appears in 6 contracts

Samples: Transmission Operating Agreement (Connecticut Light & Power Co), HVDC Transmission Operating Agreement, Transmission Operating Agreement (Nstar/Ma)

Force Majeure. A Party Except for payment of amounts due, neither party shall not be considered to be held liable for any delay or failure in default or breach performance of any part of this Agreement, including the Service Attachment, from any cause beyond its reasonable control and not primarily attributable to its fault or negligence, including, but not limited to, acts of God, acts of civil or military authority, embargoes, epidemics, war, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear accidents, floods, strikes, or disruptions in Internet and other telecommunication networks and backbones, power and other utilities. Upon the occurrence of a condition described in this Article, the party whose performance is prevented shall be excused from performance or liability for damages provide written notice to any the other party, if and the parties shall promptly confer, in good faith, on what action may be taken to minimize the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement impact, arising out of or from any act on both parties, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder condition.

Appears in 6 contracts

Samples: Transition Services Agreement (Alltel Corp), Transition Services Agreement (Alltel Corp), Transition Services Agreement (Windstream Corp)

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance or liability for damages to Notwithstanding any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement Agreement to the contrary, arising out of neither Insurer nor the Fund shall be liable for any delay (not to exceed fifteen (15) business days) in performance or from any act non-performance, omission, or circumstance by in whole or in consequence part, resulting from such party’s failure or inability to perform under the Agreement because of any act acts of God, labor disturbance acts of governmental or military authority, sabotage national emergencies, failure of suppliers of materials, act of the public enemy insurrection, war, invasion riots, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage equipment failure or accident to machinery or equipment or any other cause or causes damage beyond such Party’s its reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party other causes beyond its reasonable control. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and This paragraph 12 shall not be entitled excuse any party from any liability which results from failure to suspend performance have in place reasonable disaster recovery and safeguarding plans adequate for protection of its obligations in any greater scope or all data which each party to the Agreement is responsible for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder maintaining.

Appears in 6 contracts

Samples: Shareholder Information Agreement (Country Investors Variable Life Account), Shareholder Information Agreement (Farm Bureau Life Variable Account), Shareholder Information Agreement (Farm Bureau Life Variable Account)

Force Majeure. A (a) If either Party shall not be considered to be in default wholly or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or partially prevented from performing or carrying out any of the provisions of its obligations under this Agreement, arising out Agreement by reason of or from any act through strikes, omission lightning, or circumstance by or in consequence of any act of God rain, labor disturbance earthquake, sabotage wind, failure of suppliers of materials riots, act of the public enemy fire, war flood, invasion, insurrection, riot lava flow or volcanic activity, fire tidal wave, storm civil commotion, flood the order of any court, ice judge or civil authority, earthquake war, explosion any act of God or the public enemy, epidemic, breakage or accident to machinery or equipment or any other similar cause or causes reasonably beyond its exclusive control and not attributable to its neglect (“Force Majeure”), then and in any such Party’s reasonable control event, including any curtailment either Party shall be excused from whatever performance is prevented by such event to the extent so prevented, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the and either Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or liable for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder damage or loss resulting therefrom.

Appears in 5 contracts

Samples: And Tier 2 Agreement, And Tier 2 Agreement, 2 Agreement

Force Majeure. A Party Except for the payment of Rent or any other sum due hereunder, each party hereto shall be excused for the period of any delay and shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and with respect to the extent it shall be delayed in or performance of any of its obligations when prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance so doing by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other a cause or causes beyond such Party party’s reasonable control, including labor disputes, government regulations, fire or casualty, acts of terrorism, inability to obtain any curtailment, order, regulation materials or services, or restriction imposed by governmental acts of God (collectively, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Events”).

Appears in 5 contracts

Samples: Service Agreement (Xenith Bankshares, Inc.), Lease Agreement (ADS Tactical, Inc.), Lease Agreement (UBL Interactive,Inc.)

Force Majeure. A Neither Party shall be liable in damages or have the right to terminate this Agreement for any delay or default in performing hereunder if such delay or default is caused by some condition, failure, or occurrence reasonably beyond its control including, but not be considered limited to, Acts of God; Government restrictions or regulations (including the denial or cancellation of any necessary license); storm; flood; fire; war; terrorism; civil disorder; insurrection; strike; curtailment of transportation or communications facilities; power failure or surge; damage to, destruction of, or failure to be in default perform by the supplier of, a network facility (including telephone service, the Internet, a wide area network or breach an ISP network or server), and/or any other cause beyond the reasonable control of this Agreement the Party whose performance is affected. Notwithstanding the foregoing, and shall a Party will be excused from performance or liability for damages hereunder only if it is using commercially reasonable efforts to any other party, if and to work around the extent it shall be delayed in or prevented from performing or carrying out any of force majeure event. During the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence pendency of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such event and while either Party’s reasonable control performance obligations are consequently excused, the other Party’s performance (including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event payment) obligations shall use reasonable diligence to remove the condition that prevents performance and shall not also be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder excused.

Appears in 5 contracts

Samples: Internet Services Agreement (Local Matters Inc.), Internet Services Agreement (Local Matters Inc.), Internet Services Agreement (Local Matters Inc.)

Force Majeure. A Each Party shall not be considered to be in default or breach of this Agreement, and shall be excused from the performance or liability of obligations (other than payment obligations) under this Agreement, for damages to any other party, if period and to the extent that it shall be is prevented, restricted or delayed from or interfered with in or prevented from performing or carrying out any of its obligations under this Agreement, in whole or in part, as a result of labor disputes, strikes, work stoppages or delays, acts of God, severe weather, failures or fluctuations in utilities or telecommunications equipment or service, shortages of materials or rationing, civil disturbance, acts of public enemies, blockade, embargo or any law, order, proclamation, regulation, ordinance or court order or requirement having legal effect of any judicial authority or Governmental Body, or any other act or omission whatsoever, whether similar or dissimilar to the provisions foregoing, which are beyond the reasonable control of such Party (each, a "Force Majeure Event"), and such nonperformance shall not be a breach or default under this Agreement, or a ground for termination of this Agreement , arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event . Each Party shall use its best give the other Party immediate notice of any Force Majeure Event affecting the notifying Party's ability to perform under this Agreement and shall promptly update the other Party regarding the notifying Party's efforts to mitigate the effects of and resolve such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Event.

Appears in 5 contracts

Samples: Software License Agreement (Moneygram Payment Systems Inc), Operations Agreement (Moneygram Payment Systems Inc), Operations Agreement (Moneygram Payment Systems Inc)

Force Majeure. A 12.1 Neither Party shall not be considered to be in default or breach of this Agreement hereunder, and shall be excused from performance or liability for damages to any other party hereunder, if and to the extent that it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement Agreement by reason of flood, arising out of or from any act lightning strikes, omission earthquake, or circumstance by or in consequence of any act of God fire, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy epidemic, war, invasion, insurrection, riot, fire civil disturbance, storm, flood, ice, earthquake sabotage, explosion, epidemic insurrection, breakage military or accident to machinery usurped power, strikes, stoppage of labor, labor dispute, failure of contractors or equipment supplies of material, action of any court or governmental authority, or any civil or military authority de facto or de jure, change in law, act of God or the public enemy, or any other event or cause or causes beyond such Party ’s 's control, including, without limitation, disconnection or limited operation of Niagara Mohawk's electric system, unscheduled repairs or maintenance, fuel or energy shortages, or equipment breakdown resulting even with Good Utility Practice which are beyond such Party's reasonable control ; provided, including however, that neither Party may claim force majeure for any curtailment, order, regulation, delay or restriction imposed by governmental, military failure to perform or lawfully established civilian authorities, carry out any provision of this Agreement to the extent that such Party has been negligent or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of engaged in intentional misconduct and such negligence or Intentional Wrongdoing by a misconduct contributed to that Party . Any Party claiming a Force Majeure event shall use reasonable diligence 's delay or failure to remove the condition that prevents performance perform or carry out its duties and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder under this Agreement.

Appears in 5 contracts

Samples: Amended Interconnection Agreement, Interconnection Agreement, Interconnection Agreement

Force Majeure. A Party Neither party shall be liable to the other for damages for any delay in performance arising out of causes beyond its reasonable control and without its fault or negligence, including without limitation: (1) fire, flood or water damage, elements of nature or other acts of God, including any of the foregoing that are harmful to electronic circuitry; (2) outbreak or escalation of hostilities, war, riots, or civil disorders in any country; (3) act or omission of the other party or any governmental authority, (4) labor disputes (whether or not be considered the employees’ demands are reasonable or within the party’s power to be satisfy), (5) non-performance by a third party (including any voice or data telecommunications common carrier), (6) failures or fluctuations in default telephone, computer or breach other telecommunications equipment or lines or other equipment, (7) the real, potential, or credible threat of this Agreement terrorist activity, and shall or (8) a health emergency (e.g. serious outbreak of contagious disease such as a influenza pandemic) which in the judgment of Owner poses a serious threat to the public health. In the case of any such excusable delay, the non-performing party will be excused from performance or liability of any affected obligation only for damages to any other party, if and to so long as the extent it shall be delayed in or prevented from performing or carrying out any cause of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident excusable delay prevails and such party continues to machinery or equipment or any other cause or causes beyond such Party’s use commercially reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited efforts to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend re-commence performance of its obligations as soon as possible; provided however, that the parties may mutually agree that such excusable delay is cause to cancel the Agreement in any greater scope or its entirety, in which case neither party shall be liable to the other for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full further performance of its in relation obligations hereunder arising after cancellation.

Appears in 5 contracts

Samples: Agreement, Agreement, University of Nebraska

Force Majeure. A No Party shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and Agreement to the extent it shall be that any delay or failure in the performance of its obligations under this Agreement results from superior force ("force majeure") or any act, occurrence or omission beyond its reasonable control and without its fault or negligence, such as fires, explosions, accidents, strikes, lockouts or labour disturbances, floods, droughts, earthquakes, epidemics, seizures of cargo, wars (whether or not declared), civil commotion, acts of God or the public enemy, action of any government, legislature, court or other Governmental Authority, action by any authority, representative or organisation exercising or claiming to exercise powers of a government or Governmental Authority, compliance with Applicable Law, blockades, power failures or curtailments, inadequacy or shortages or curtailments or cessation of supplies of raw materials or other supplies, failure or breakdown of equipment of facilities or, in the case of computer systems, any failure in electrical or air conditioning equipment (a "FORCE MAJEURE EVENT"). If a Force Majeure Event has occurred and its effects are continuing, then, upon notice by the Party who is delayed in or prevented from performing its obligations to the other Party, (i) the affected provisions or carrying out any of the provisions other requirements of this Agreement Agreement shall be suspended to the extent necessary during the period of such disability, arising out of (ii) the Party which is delayed or prevented from any act, omission, or circumstance performing its obligations by or a Force Majeure Event shall have the right to apportion its Services in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of an equitable manner to all users and (iii) such Party shall have no liability to the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment other Party or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Person in connection therewith. The Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence delayed or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of prevented from performing its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party Event shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder this Agreement as soon as reasonably practicable following the cessation of the Force Majeure Event (or the consequences thereof).

Appears in 5 contracts

Samples: Technical Services Agreement (Novelis Inc.), Technical Services Agreement (Novelis Inc.), Transitional Services Agreement (Novelis Inc.)

Force Majeure. A Party Neither party shall not be considered liable to the other or be deemed to be in default or breach of this Agreement Contract for any failure or delay in rendering performance arising out of causes beyond its reasonable control and without its fault or negligence. Such clauses may include, and but are not limited to, acts of God or of a public enemy, fires, floods, epidemics, strikes, embargoes, or unusually severe weather. Dates or times of performance shall be excused from performance or liability for damages to any other party, if and extended to the extent it shall be delayed in or prevented from performing or carrying out any of delays excused by this section provided that the party whose performance is affected notifies the other promptly of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance existence and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects nature of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 5 contracts

Samples: www.sanfordlab.org, sanfordlab.org, www.sanfordlab.org

Force Majeure. A Party Except with respect to the obligation to pay amounts owing hereunder, neither LMM nor Shipper shall not be considered liable in damages or otherwise to be in default or breach of the other for inability to perform any obligation under this Agreement, and including without limitation any obligation associated with the failure to meet any deadline established herein, due to an event of Force Majeure. Without limitation of the foregoing, any deadline otherwise established by this Agreement shall be excused from extended for the same amount of time during which LMM’s or Shipper’s performance or liability for damages to any other party (as applicable) was prevented by an event of Force Majeure. As used herein, if and to the extent it term “Force Majeure” shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from mean any act, omission, or circumstance circumstances occasioned by or in consequence of any act Acts of God, labor disturbance blockades, sabotage insurrections, failure riots, epidemics, flood, washouts, landslides, mudslides, earthquakes, unusually severe weather conditions, threat of suppliers of materials hurricanes and tropical storms, act of the public enemy lightning, civil disturbances, war, invasion explosions, insurrection mechanical failure, riot, fire, storm, flood, ice, earthquake, explosion, epidemic structural failure, breakage of or accident to machinery machinery, line of pipe, platform or equipment wells, the inability or failure of downstream or upstream pipelines to deliver or receive, the order of any court or governmental authority having jurisdiction or any change in any applicable regulation materially affecting the operation of the facilities or any other cause of a similar nature (provided that such order or causes beyond such Party’s reasonable control change in regulation was not sought or supported by the party claiming suspension), including any curtailment whether of the kind herein enumerated or otherwise, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon reasonably within the property or equipment control of the Party claiming suspension, not contributed to by the negligence of, willful misconduct by, or property breach of this Agreement by the party claiming suspension, and which by the exercise of due diligence such Party is unable to prevent or equipment of others which is deemed under the Operational Control of the Party overcome. A Force Majeure event does not include an act of negligence Failure to prevent or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and settle any strike or strikes shall not be entitled considered a matter within the control of the Party claiming suspension. With regard to suspend performance the installation of its obligations in new facilities or modifications to existing facilities, delay or inability to obtain any greater scope necessary permits or for any longer duration than is required rights-of-way from a regulatory agency or landowner after an application or request by the Force Majeure event. Each Party a party shall use its best efforts be deemed to mitigate the effects of such be a Force Majeure event, remedy its inability provided that party has given reasonable notice of any planned suspension of service to perform, and resume full performance Shipper. Force Majeure shall not relieve either Party of liability in the event of its obligations hereunder. concurring negligence and shall only relieve the non-performing party from liability for failure to perform under this Agreement for so long as such party is making reasonable efforts to remedy the situation. Force Majeure shall not relieve either party of its obligation to pay money due under this Agreement. GAS GATHERING AGREEMENT (EXPANSION SYSTEM) PAGE 5

Appears in 5 contracts

Samples: Gas Gathering Agreement (Atlas Energy, L.P.), Gas Gathering Agreement (Atlas Resources Public #19-2011 (C) L.P.), Gas Gathering Agreement (Atlas Resources Series 28-2010 L.P.)

Force Majeure. A Party shall not If either party is prevented or delayed in the performance of any of its obligations by force majeure and if such party gives written notice thereof to the other party within twenty (20) days of the first day of such event specifying the matters constituting force majeure, together with such evidence as it reasonably can give, then the party so prevented or delayed will be considered to be in default excused from the performance or breach punctual performance, as the case may be, as from the date of such notice for so long as such cause of prevention or delay continues. For the purpose of this Agreement, and shall the term "force majeure" will be excused from performance or liability for damages deemed to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any include an act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection hostilities, riot, fire, storm, flood, ice, earthquake, explosion, epidemic accident, flood or sabotage; lack of adequate fuel, power, raw materials, containers or transportation for reasons beyond such party's reasonable control; labor trouble, strike, lockout or injunction (provided that neither party shall be required to settle a labor dispute against its own best judgment); compliance with governmental laws, regulations, or orders; breakage or accident to failure of machinery or equipment apparatus; or any other cause whether or causes beyond such Party’s reasonable control not of the class or kind enumerated above, including including, but not limited to, a severe economic decline or recession, which prevents or materially delays the performance of this Agreement in any curtailment material respect arising from or attributable to acts, order events, regulation non-happenings, omissions, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon accidents beyond the property or equipment reasonable control of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder party affected.

Appears in 5 contracts

Samples: Marketing Agreement (Ada-Es Ing), Exclusive Agency and Marketing Agreement (Scotts Company), Exclusive Agency and Marketing Agreement (Scotts Company)

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and No party hereto shall be excused from performance held responsible or liability liable for damages to any other loss or damage on account of non-delivery of energy hereunder at any time caused by an event of Force Majeure. “Force Majeure” shall mean the occurrence or non-occurrence of any act or event that could not reasonably have been expected and avoided by exercise of due diligence and foresight and such act or event is beyond the reasonable control of such party, if and including to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance caused by or in consequence of any act of God, labor disturbance fire, sabotage flood, failure of suppliers of materials explosion, strike, civil or military authority, insurrection or riot, act of the public enemy elements, war or failure of equipment. For the avoidance of doubt, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage “Force Majeure” shall in no event be based on any Sponsoring Company’s financial or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control economic conditions, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon without limitation (i) the property or equipment loss of the Party Sponsoring Company’s markets; or property (ii) the Sponsoring Company’s inability economically to use or equipment of others which is deemed under resell the Operational Control of the Party. A Force Majeure event does not include an act of negligence Available Power or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations Available Energy purchased hereunder.

Appears in 5 contracts

Samples: Inter Company Power Agreement (Appalachian Power Co), Inter Company Power Agreement (Appalachian Power Co), Inter Company Power Agreement (Ohio Power Co)

Force Majeure. A Neither Party shall not be considered held liable or responsible to the other Party, nor be deemed to be in default or breach of this Agreement, and shall be excused from performance for failure or liability for damages to delay in fulfilling or performing any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of Agreement when such failure or delay is caused by or results from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act cause whatsoever outside the reasonable control of the public enemy Party concerned including, war, invasion, insurrection, riot but not limited to, fire, storm explosion, breakdown of plant, strike, lock-out, labor disputes, casualty or accident, lack or failure of transportation facilities, flood, ice lack or failure of sources of supply or of labor, earthquake raw materials or energy, explosion civil commotion, epidemic embargo, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order law, regulation, decision, demand or restriction imposed requirement of any national or local government or authority. The Party claiming relief shall, without delay, notify the other Party by governmental, military or lawfully established civilian authorities, registered airmail or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment telefax of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance interruption and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party cessation thereof and shall use its best efforts to mitigate remedy the effects of such hindrance with all reasonable dispatch. The onus of proving that any such Force Majeure event exists shall rest upon the Party so asserting. During the period that one Party is prevented from performing its obligations under this Agreement due to a Force Majeure event, remedy the other Party may, in its inability sole discretion, suspend any obligations that relate thereto. Upon cessation of such Force Majeure event the Parties hereto shall use their best efforts to perform make up for any suspended obligations. If such Force Majeure event is anticipated to continue, and resume full performance or has existed for nine (9) consecutive months or more, this Agreement may be forthwith terminated by either Party by registered airmail or by telefax. In case of its obligations hereunder such termination the terminating Party will not be required to pay to the other Party any indemnity whatsoever.

Appears in 5 contracts

Samples: Research and License Agreement (Arqule Inc), License Agreement (Adnexus Therapeutics, Inc.), Research and Development Agreement (Arqule Inc)

Force Majeure. A Party Neither party hereto shall not be considered to be deemed in default of any Service Agreement or breach of this Agreement, these General Terms and shall be excused from performance or liability for damages to any other party, if and Conditions to the extent it shall be that performance of its obligations (other than an obligation of payment) or attempts to cure any breach are delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence reason of any act of God, labor fire, natural disaster, accident, civil disturbance, sabotage terrorism, failure acts or omissions of suppliers of materials and other third parties, act of the public enemy government, war strikes, invasion unavailability of material, insurrection facilities, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage telecommunications services or accident to machinery or equipment supplies or any other cause or causes beyond the reasonable control of such Party’s reasonable control party (each, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A a “Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder Event”).

Appears in 5 contracts

Samples: Service Agreement, Service Agreement, Service Agreement

Force Majeure. A If the performance of this Agreement or any obligations hereunder is prevented, restricted or interfered with by reason of earthquake, fire, flood or other casualty or due to strikes, riot, storms, explosions, acts of God, war, terrorism, changes in governmental regulation, embargo, shortage of transportation facilities, or a similar occurrence or condition beyond the reasonable control of the Parties, the Party so affected shall, upon giving prompt notice to the other Parties, be excused from such performance during such prevention, restriction or interference, and any failure or delay resulting therefrom shall not be considered to be in default or a breach of this Agreement , and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 5 contracts

Samples: Exclusive License Agreement (Homology Medicines, Inc.), Exclusive License Agreement (Homology Medicines, Inc.), License Agreement (Entrada Therapeutics, Inc.)

Force Majeure. A Party shall not be considered to be in default or breach Neither of this Agreement, and the parties hereto shall be excused from performance or liability for liable in damages to any other party the other, if except for the actual delivered costs, plus shrinkage, of replacement supplies and to the extent it shall be delayed in or prevented from performing or carrying out any flow through of the provisions of this Agreement penalty charges, arising out of or from for any act, omission, or circumstance occasioned by or in consequence of any act acts of God, labor disturbance strikes, sabotage lockouts, failure of suppliers of materials, act acts of the public enemy, war wars, invasion blockades, insurrection insurrections, riot riots, fire epidemics, storm landslides, flood, ice lightning, earthquake, explosion fires, epidemic storms, breakage floods, washouts, civil disturbances, explosions, breakage, or accident to machinery or equipment lines of pipe, gas curtailment imposed by interstate or intrastate pipelines, the binding order of any court or governmental authority which has been resisted in good faith by all reasonable legal means, and any other cause or causes beyond such Party’s reasonable control cause, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment whether of the Party kind herein enumerated or property or equipment of others which is deemed under otherwise, not reasonably within the Operational Control control of the Party party claiming suspension and which by the exercise of Due Diligence such party is unable to prevent or overcome. Failure to prevent or settle any strike or strikes shall not be considered to be a matter within the control of the party claiming suspension. A Force Majeure delay in implementation of the Program resulting from unresolved information technology problems will not give rise to damage claims by Pool Operator. Such causes or contingencies affecting the performance hereunder by either party hereto, however, shall not relieve it of liability in the event does not include an act of its concurring negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure in the event shall of its failure to use reasonable due diligence to remedy the situation and to remove the condition that prevents cause in an adequate manner and with all reasonable dispatch, nor shall such causes or contingencies affecting such performance and shall not be entitled to suspend performance of relieve Pool Operator from its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects make payments of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations amounts due hereunder.

Appears in 5 contracts

Samples: Agreement, Pooling Agreement, Centerpoint Energy Ohio Pooling Agreement

Force Majeure. A Party shall The failure or delay of any party to this Agreement to perform any obligation under this Agreement solely by reason of acts of God, acts of civil or military authority, civil disturbance, war, strikes or other labour disputes or disturbances, fire, transportation contingencies, shortage of facilities, fuel, energy, labour or materials, or laws, regulations, acts or orders of any governmental agency or official, other catastrophes, or any other circumstance beyond its reasonable control ("Force Majeure") will be deemed not be considered to be in default or a breach of this Agreement Agreement so long as the party so prevented from complying with this Agreement has not contributed to such Force Majeure, has used reasonable efforts to avoid such Force Majeure or to ameliorate its effects, and shall be excused from performance or liability for damages continues to any other party, if and take all actions within its power to comply as fully as possible with the extent it shall be delayed in or prevented from performing or carrying out any of the provisions terms of this Agreement , arising out of or from any act, omission, or circumstance by or in consequence . In the event of any act of God such Force Majeure, labor disturbance, sabotage, failure of suppliers of materials, act performance of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not obligations will be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by deferred until the Force Majeure event ceases. Each Party shall use its best efforts This section will not apply to mitigate the effects of such Force Majeure event, remedy its inability excuse a failure to perform, and resume full performance of its obligations hereunder make any payment when due.

Appears in 4 contracts

Samples: Capacity Purchase Agreement (360networks Inc), Urbanlink Reorganization Definitive Agreement (360networks Inc), Network Operating Center Services Agreement (360networks Inc)

Force Majeure. A Party shall not be considered to be in default or breach of under this Agreement, and shall be excused from performance or liability for damages to any other party Party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, except the obligation to pay any amount when due, arising out of or from any act, omission, or circumstance occasioned by or in consequence of any act of God, labor disturbance, sabotage, failure of contractors or suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion , epidemic , breakage or accident to machinery or equipment or by any other cause or causes beyond such Party ’s 's reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by the making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the ISO or any Party or property or equipment of others which is deemed under to the Operational Control ISO Agreement. Nothing contained in this Article shall relieve any entity of the Party. A Force Majeure event does not include an act of negligence obligations to make payments when due hereunder or Intentional Wrongdoing by pursuant to a Party Service Agreement. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove the condition that prevents performance and performance, except the settlement of any labor disturbance shall not be entitled to suspend performance in the sole judgment of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder affected Party.

Appears in 4 contracts

Samples: Agreement, Agreement, Agreement

Force Majeure. A Any failure or delay by Customer, a User or Contractor in the performance of its obligations under this Agreement shall not be deemed a Default of this Agreement to the extent such failure or delay was caused, directly or indirectly, by fire, flood, earthquake, elements of nature or acts of God, acts of war, terrorism, riots, civil disorders, rebellions or revolutions in the United States, court order, non-performance by the non-performing Party’s first-tier subcontractors (i.e., not subcontractors of subcontractors) due to a Force Majeure Event, or any other similar cause beyond the reasonable control of such Party and without the fault or negligence of such Party and cannot reasonably be circumvented by the non-performing Party through the use of alternate sources, work-around plans or other means (a “Force Majeure Event”). Notwithstanding the foregoing, any failure or delay by Contractor which results from Contractor’s failure to comply with a requirement of this Agreement intended to prevent such a failure or delay shall not be considered subject to be in default or breach of this Agreement Article. Notwithstanding the foregoing, and shall be excused from performance or Contractor’s liability for damages loss or damage to any other party, if and to the extent it shall be delayed Customer’s material in Contractor’s possession or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and control shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required modified by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder this clause.

Appears in 4 contracts

Samples: Software Escrow Agreement (Neustar Inc), Software Escrow Agreement (Neustar Inc), Contractor Services Agreement (Neustar Inc)

Force Majeure. A Party Neither party shall not be considered liable to the other or be deemed to be in default or breach of this Agreement Agreement for any failure or delay in rendering performance arising out of causes beyond its reasonable control and without its fault or negligence. Such causes may include, and but are not limited to, acts of God or of a public enemy, fires, flood, epidemics, strikes, embargoes or unusually severe weather. Dates or time of performance shall be excused from performance or liability for damages to any other party, if and extended to the extent it shall be delayed in or prevented from performing or carrying out any of delays excused by this section provided that the party whose performance is affected notifies the other promptly of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance existence and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects nature of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder delay.

Appears in 4 contracts

Samples: On Call Services Master Agreement, University of Maine System Master Agreement, University of Maine System Master Agreement

Force Majeure. A Neither Party shall not be considered to be responsible for failure or delay in default or breach the performance of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of its obligations hereunder due to Force Majeure. Force Majeure shall mean any circumstance that, due to an event or a legal position beyond the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including renders impossible the fulfillment of any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party ’s obligations hereunder, such as, but not limited to, acts of God, acts, regulations, or Laws of any government, war, civil commotion, destruction of facilities or materials by fires, earthquakes, or storms, labor disturbances, shortages of public utilities, common carriers, or raw materials, or any other cause, or causes of similar effects, except, however, any economic occurrence. A During any such case of Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and Majeure, this Agreement shall not be entitled terminated, but only suspended and the Party so affected shall continue to suspend performance of perform its obligations in any greater scope or for any longer duration than is required by the as soon as such case of Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder is removed or alleviated.

Appears in 4 contracts

Samples: License Agreement (XTL Biopharmaceuticals LTD), License Agreement (Can-Fite BioPharma Ltd.), License Agreement (Can-Fite BioPharma Ltd.)

Force Majeure. A Party shall not be considered to be in default or breach If the performance of this Agreement, and or any obligation hereunder, except the making of payments hereunder, is prevented, restricted or interfered with by any act or condition whatsoever beyond the reasonable control of the affected party, including, but not limited to, acts of God, acts of civil or military authority, third party illegal activity, failure or interruption of utilities, fires, floods, earthquakes, riots, wars, sabotage, computer hacking or computer crime, or governmental actions, the party so affected, upon giving prompt notice to the other party, shall be excused from such performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event prevention, remedy its inability to perform, and resume full performance of its obligations hereunder restriction or interference.

Appears in 4 contracts

Samples: Polycom Cloud Terms of Service, Services Reseller Agreement, support.polycom.com

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and Neither party shall be excused from performance liable under this Agreement for any loss or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence damage of any act nature incurred as a result of God any failures of delays in performance because of any cause or circumstances beyond its control. This includes, but is not limited to, any failure or delays in performance caused by any strikes, lockouts, labor disturbance disputes, sabotage fires, failure acts of suppliers of materials, act of God or the public enemy, war riots, invasion incendiaries, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage interference by civil or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, compliance with the laws, orders or by making policies of repairs necessitated by an emergency circumstance not limited to those listed above upon any government authority, delays in transit or delivery on the property part of transportation companies or equipment failures of communication facilities or sources of raw materials. However, the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party party claiming a Force Majeure event shall use reasonable diligence to remove Event must notify the condition that prevents performance other in writing within ten days of the beginning of such an event, and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the no Force Majeure event. Each Party Event shall use its best efforts to mitigate the effects extend for a period of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder greater than 45 days.

Appears in 4 contracts

Samples: Distribution Agreement (Plug Power Inc), Distribution Agreement (Plug Power Inc), Distribution Agreement (Plug Power Inc)

Force Majeure. A Party 9.1 Any delay in the performance of any of the duties or obligations of either party hereto (except the payment of money) shall not be considered to be in default or a breach of this Agreement, and the time required for performance shall be excused from performance or liability extended for damages to any other party, if and a period equal to the extent it shall be delayed in or prevented from performing or carrying out any period of the provisions of this Agreement such delay, arising out of or from any act, omission, or circumstance provided that such delay has been caused by or in consequence is the result of any act acts of God , labor disturbance, sabotage, failure of suppliers of materials, act ; acts of the public enemy ; insurrections; riots; acts of government; pandemic and/or epidemic and any labor or staffing issues related to or resulting therefrom; embargoes; labor disputes, war including strikes, invasion lockouts, insurrection job actions or boycotts; fires; explosions; floods; shortages of material or energy; labor shortages, riot difficulty or increased expense in obtaining workmen, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage materials or accident to machinery transport or equipment other circumstances affecting the supply of goods or any of raw materials therefor by Seller’s normal source of supply or the manufacture of goods by normal means or the delivery of goods by Seller's normal route or means of delivery; or other cause or unforeseeable causes beyond such Party’s the reasonable control, including any curtailment, order, regulation, control and without the fault or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment negligence of the Party or property or equipment party so affected. The party so affected shall give prompt notice to the other party of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance such cause, and shall not be entitled take whatever reasonable steps are necessary to suspend performance of its obligations in any greater scope or for any longer duration than is required by relieve the Force Majeure event. Each Party shall use its best efforts to mitigate the effects effect of such Force Majeure event, remedy its inability to perform, and resume full cause as rapidly as possible. If Seller’s performance of its obligations hereunder. is suspended in whole or in part for more than thirty

Appears in 4 contracts

Samples: tekni-plex.com, tekni-plex.com, tekni-plex.com

Force Majeure. A If the performance of either Party shall not be considered required by this License Agreement (other than payment of amounts due under this License Agreement) is prevented, restricted or delayed by fire, other casualty or accident, war or violence or serious threat of the same, arrest or restraint of government, requisition of vessel or aircraft, explosion, governmental request, guidance, order or regulation, or any other circumstance beyond the reasonable control of the Party and without such Party's fault or negligence, the affected Party, upon giving due notice to be in default or breach of this Agreement the other Party, and shall be excused from performance or liability for damages to any other party such performance, if and but only to the extent it shall be delayed in or prevented from performing or carrying out any of directly attributable to the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of and the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and excused party shall not be entitled to suspend performance liable for loss or damage or failure of its obligations or delay in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder performance.

Appears in 4 contracts

Samples: License Agreement (Ituran Location & Control Ltd.), System License Agreement (Ituran Location & Control Ltd.), License Agreement (Ituran Location & Control Ltd.)

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and CP shall be excused from performance or liability for damages failure to any other party, if and provide the Services hereunder to the extent it shall be delayed in that such failure is directly or prevented from performing or carrying out any of the provisions of this Agreement indirectly caused by an occurrence commonly known as force majeure, including, without limitation, delays arising out of or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance acts or orders of a government, sabotage agency or instrumentality thereof (whether of fact or law), failure acts of suppliers public enemy, riots, embargoes, strikes or other concerted acts of workers (whether of CP or other persons), casualties or accidents, delivery of materials, act transportation or shortage of the public enemy cars, war trucks, invasion fuel, insurrection power, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage labor or accident to machinery or equipment materials or any other cause causes, circumstances or causes contingencies that are beyond such Party’s reasonable control the control of CP; provided, including any curtailment however, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party CP shall use its best efforts to mitigate resume provision of the effects of such Force Majeure event Services as soon as possible. Notwithstanding any events operating to excuse performance by CP, remedy its inability to perform, and resume this Agreement shall continue in full performance force for the remainder of its obligations hereunder term and any renewals thereof.

Appears in 4 contracts

Samples: Ipo Support Services Agreement (S&W Seed Co), Support Services Agreement (Commercetel Corp), Support Services Agreement (S&W Seed Co)

Force Majeure. A Party (1) Delays in any performance by any party contemplated or required hereunder due to: fire, flood, earthquake or hurricane, acts of God, war, declaration of hostilities, revolt, civil strife, altercation or commotion, strike, labor dispute, or epidemic, or any law, order, proclamation, regulation or ordinance of any government or any subdivision thereof, or for any other similar cause to those enumerated, beyond the reasonable control and which with due diligence could not have been reasonably anticipated and without the fault or negligence of the party seeking excuse from performance, shall not be considered deemed to be in default or breach events of this Agreement, Force Majeure and any such delays shall be excused from performance or liability for damages to any other party, if and to excused. In the extent it shall be event such party is delayed in the performance of any work or prevented from performing or carrying out obligation pursuant to this Agreement for any of the provisions events of this Agreement, arising out of or from Force Majeure and any act, omission, or circumstance by or such delays shall be excused. In the event such party is delayed in consequence the performance of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act work or obligation pursuant to this Agreement for any of the public enemy events of Force Majeure, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage the date for performance required or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed contemplated by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event this Agreement shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required extended by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects number of calendar days such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder party is actually delayed in such substantial completion.

Appears in 4 contracts

Samples: Agreement Between Owner and Construction, Agreement Between Owner and Construction Manager, Agreement Between Owner and Construction Manager

Force Majeure. A 15.4.1. No failure or delay by either Party in the performance of any obligation hereunder shall not be considered to be in default or deemed a breach of this Agreement, and shall be excused from performance or Agreement nor create any liability for damages to any damages, increased cost or losses which the other party Party may sustain by reason of such failure or delay of performance, if and to the extent it same shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or arise from any act cause or causes beyond the control of that Party, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire such as earthquake, storm, flood, ice fire, earthquake, explosion other acts of nature, epidemic, breakage war, riot, hostility, public disturbance, cessation of transport, act of public enemies, prohibition or accident to machinery act by a Government Authority or equipment public agency, strike or any other cause labor dispute or causes beyond such Party’s reasonable control work stoppage (collectively “Force Majeure”); provided, including any curtailment however, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of that the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event so prevented shall use continue to take all commercially reasonable diligence actions within its power to remove the condition that prevents performance and shall not be entitled to suspend performance of comply with its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts hereunder as fully as possible and to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder possible damages.

Appears in 4 contracts

Samples: Development and License Agreement (Onconova Therapeutics, Inc.), Development, Commercialization and License Agreement (Cell Therapeutics Inc), Development and License Agreement (Onconova Therapeutics, Inc.)

Force Majeure. A No Party shall not be considered to be in liable for any breach, default or breach delay in the performance of its obligations under this Agreement, and shall be excused from performance or liability for damages to any other party, Agreement (i) if and to the extent it shall be delayed in such default or prevented from performing delay is caused, directly or carrying out any indirectly, by: fire, flood, earthquake, elements of the provisions of this Agreement, arising out of nature or from any act, omission, or circumstance by or in consequence of any act acts of God, labor disturbance riots, sabotage civil disorders, failure rebellions or revolutions in any country, changes in Requirements of suppliers Law relating to the System or to the sale of materials Excess Capacity, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond the reasonable control of such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A (a "Force Majeure event does Event"), (ii) provided the non-performing Party is without fault in causing such breach, default or delay, and such breach, default or delay could not include an act of negligence or Intentional Wrongdoing have been prevented by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance precautions and shall cannot reasonably be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required circumvented by the Force Majeure event. Each non-performing Party shall through the use its best efforts to mitigate the effects of such Force Majeure event alternate sources, remedy its inability to perform, and resume full performance of its obligations hereunder work around plans or other means.

Appears in 4 contracts

Samples: Escrow Agreement (Pathnet Inc), Pledge Agreement (Pathnet Inc), Fixed Point Microwave Services Agreement (Pathnet Inc)

Force Majeure. A Party The Company and the Supplier shall not be considered use due diligence to be in default or breach of perform their respective obligations under this Agreement . However, and shall be excused from performance or liability for damages to any other party, if and to in the extent it shall be event that either Party is delayed in or prevented from performing or carrying out its obligations under this Agreement by reason of an event of Force Majeure which by the exercise of due diligence and foresight the Party could not reasonably have been expected to avoid and which by the exercise of due diligence the Party is unable to overcome, such Party shall not be liable to the other Party for or on account of any of the provisions of this Agreement loss, damage, injury or expense resulting from or arising out of such delay or from any act prevention; provided, omission however, that the Party encountering such delay or circumstance by prevention shall give the other Party prompt notice thereof and shall use due diligence to remove the cause or in consequence causes thereof. Events of any act of God Force Majeure include a catastrophic weather condition, labor disturbance flood, fire, lightning, epidemic, quarantine, war, sabotage, failure of suppliers of materials, act of the a public enemy, war, invasion earthquake, insurrection, riot, fire civil disturbance, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation strike, or restriction imposed restraint by governmental court order or public authority, military action or lawfully established civilian authorities, non-action by or by making inability to obtain authorization or approval from any governmental or other authority. The settlement of repairs necessitated by an emergency circumstance not limited to those listed above upon strikes and labor disturbances shall be wholly within the property or equipment sole discretion of the Party or property or equipment experiencing that difficulty. Economic hardship of others which is deemed under the Operational Control of the Party. A Force Majeure event does either Party shall not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming constitute a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder under this Agreement.

Appears in 4 contracts

Samples: Account Services Master Service Agreement, Account Services Master Service Agreement, Account Services Master Service Agreement

Force Majeure. A Party shall not be considered to be in default or breach of this Agreement, and Neither party shall be excused from obligated to perform any duty, requirement or obligation under this Agreement if such performance or liability for damages to any other party, if and to the extent it shall be delayed in or is prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice hurricane, earthquake, explosion, epidemic wars, breakage sabotage, accident, flood, acts of God, strikes, or accident to machinery other labor disputes, riot or equipment civil commotions, epidemics, pandemics, government regulations, and the issuance or extension of existing government orders of the United States, the State of Florida, or local county and municipal governing bodies, or by reason of any other matter or condition beyond the control of either party, and which cannot be overcome by reasonable diligence and without unusual expense (“Force Majeure”). In no event shall a lack of funds on the part of either party be deemed Force Majeure. In the event any of the licensed facilities, or any part thereof, shall be destroyed by fire or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation cause, or restriction imposed if any other casualty or any unforeseen occurrence shall render the fulfillment of this Agreement by governmental either party impossible, military or lawfully established civilian authorities then and thereupon, or by making of repairs necessitated by an emergency circumstance not limited this Agreement shall be modified to those listed above upon exclude the property or equipment use of the Party or property or equipment of others which is deemed under damaged licensed facility until such time as the Operational Control of owning party, at its discretion, returns the Party. A Force Majeure event does not include facility to an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder operable condition.

Appears in 4 contracts

Samples: Reciprocal Use Agreement, Reciprocal Use Agreement, Reciprocal Use Agreement

Force Majeure. A Party The Resident agrees that the Proprietor shall not be considered responsible or liable for any loss, inconvenience, injury or damage suffered by the Resident or caused to be in default or breach his/her property as a result of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party a force majeure event. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure force majeure event shall use reasonable diligence to remove exist if either Party is hindered in the condition that prevents performance and shall not be entitled to suspend performance of its obligations pursuant to this Agreement or in any greater scope the preparation for such performance, as a consequence of war, the threat of war, riot, nuisance, fire, water damage, flood, strike, sit-down-strike, lock- out, import or export embargoes, defective machinery, disruptions in the provision of energy, as well as for any longer duration than other cause that is required by not within the Force Majeure event. Each Party shall use its best efforts to mitigate control or scope of risk of the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder party concerned.

Appears in 4 contracts

Samples: Agreement, Agreement, Agreement

Force Majeure. A Party If the performance by any party of any of its obligations under this Agreement shall not be considered to be in default any way prevented, interrupted, or breach hindered as a result of this Agreement any force majeure, and including, without limitation, war, civil disturbance, strike or other labor disturbance, lockout, legislation or restriction of any governmental or other authority, fire, unavailability of materials or finished goods, delay of carriers or any other similar circumstances (other than financial difficulties) beyond the reasonable control of such party, the obligations of the party concerned shall be excused from performance wholly or liability for damages to any other party, if partially suspended during the continuance and to the extent of such prevention, interruption or hindrance, provided however, that local commercial unavailability of materials or finished goods shall not alone constitute force majeure for purposes hereof if such materials or finished goods are otherwise (even if it shall be delayed in or prevented from performing or carrying out is at a higher cost) available. A party unable to perform timely its obligations under this Agreement due to any of the provisions foregoing reasons must take all reasonable steps to remedy its nonperformance or delay its performance with the least possible delay and by doing whatever may reasonably be done to mitigate the adverse affect of its nonperformance upon the other party of this Agreement , arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder .

Appears in 4 contracts

Samples: Technology License Agreement (Racom Systems Inc), Tripartite Technology Agreement (Ramtron International Corp), Tripartite Technology Agreement (Ramtron International Corp)

Force Majeure. A Party Except with respect to the obligation to pay amounts owing hereunder, neither LMM nor Shipper shall not be considered liable in damages or otherwise to be in default or breach of the other for inability to perform any obligation under this Agreement, and including without limitation any obligation associated with the failure to meet any deadline established herein, due to an event of Force Majeure. Without limitation of the foregoing, any deadline otherwise established by this Agreement shall be excused from extended for the same amount of time during which LMM’s or Shipper’s performance or liability for damages to any other party (as applicable) was prevented by an event of Force Majeure. As used herein, if and to the extent it term “Force Majeure” shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from mean any act, omission, or circumstance circumstances occasioned by or in consequence of any act Acts of God, labor disturbance blockades, sabotage insurrections, failure riots, epidemics, flood, washouts, landslides, mudslides, earthquakes, unusually severe weather conditions, threat of suppliers of materials hurricanes and tropical storms, act of the public enemy lightning, civil disturbances, war, invasion explosions, insurrection mechanical failure, riot, fire, storm, flood, ice, earthquake, explosion, epidemic structural failure, breakage of or accident to machinery machinery, line of pipe, platform or equipment wells, the inability or failure of downstream or upstream pipelines to deliver or receive, the order of any court or governmental authority having jurisdiction or any change in any applicable regulation materially affecting the operation of the facilities or any other cause of a similar nature (provided that such order or causes beyond such Party’s reasonable control change in regulation was not sought or supported by the party claiming suspension), including any curtailment whether of the kind herein enumerated or otherwise, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon reasonably within the property or equipment control of the Party claiming suspension, not contributed to by the negligence of, willful misconduct by, or property breach of this Agreement by the party claiming suspension, and which by the exercise of due diligence such Party is unable to prevent or equipment of others which is deemed under the Operational Control of the Party overcome. A Force Majeure event does not include an act of negligence Failure to prevent or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and settle any strike or strikes shall not be entitled considered a matter within the control of the Party claiming suspension. With regard to suspend performance the installation of its obligations in new facilities or modifications to existing facilities, delay or inability to obtain any greater scope necessary permits or for any longer duration than is required rights-of-way from a regulatory agency or landowner after an application or request by the Force Majeure event. Each Party a party shall use its best efforts be deemed to mitigate the effects of such be a Force Majeure event, remedy its inability provided that party has given reasonable notice of any planned suspension of service to perform, and resume full performance Shipper. Force Majeure shall not relieve either Party of liability in the event of its obligations hereunder. concurring negligence and shall only relieve the non-performing party from liability for failure to perform under this Agreement for so long as such party is making reasonable efforts to remedy the situation. Force Majeure shall not relieve either party of its obligation to pay money due under this Agreement. GAS GATHERING AGREEMENT (LEGACY APPALACHIAN SYSTEM) PAGE 5

Appears in 4 contracts

Samples: Gas Gathering Agreement (Atlas Resources Public #18-2008 (A) L.P.), Gas Gathering Agreement (Atlas Energy, L.P.), Gas Gathering Agreement (Atlas Energy Resources, LLC)

Force Majeure. A Party Neither Landlord nor Tenant shall not be considered to be deemed in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and with respect to the extent it shall be delayed in or prevented from performing or carrying out failure to perform any of the provisions terms, covenants and conditions of this Agreement Lease on its part to be performed, arising out of or from any act, omission, or circumstance by if such failure is due in whole or in consequence part to any strike, lockout, labor dispute (whether legal or illegal), civil disorder, inability to procure materials, failure of any act power, restrictive governmental laws and regulations, riots, insurrections, war, fuel shortages, accidents, casualties, Acts of God, labor disturbance acts caused directly or indirectly by the other (or the other's agents, sabotage employees, failure guest or invitees), acts of suppliers of materials, act other tenants or occupants of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment Building or any other cause or causes beyond such Party’s reasonable control . In such event, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated the time for performance shall be extended by an emergency circumstance not limited amount of time equal to those listed above upon the property or equipment period of the Party or property or equipment of others which delay so caused. Except to extent such release is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing prohibited by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and law, Landlord shall not be entitled liable to suspend performance of its obligations in any greater scope or Tenant for any longer duration than is required by expense, injury, loss or damage resulting from work done in or upon, or the Force Majeure event use of, any adjacent or nearby building, land, street, alley or underground vault or passageway. Each Party The foregoing shall use its best efforts not limit, reduce, or otherwise affect Tenant's obligation to mitigate the effects of such Force Majeure event make payments due under this Lease, remedy its inability to perform except for abatement provided for in Sections 8.04, 12.01, and resume full performance of its obligations hereunder 13.02.

Appears in 4 contracts

Samples: Office Lease (Pegasus Systems Inc), Office Lease (Pegasus Systems Inc), Office Lease (Pegasus Systems Inc)

Force Majeure. A Party shall not be considered to be in default or breach Each of this Agreement, and the parties shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than the event such performance is required prevented by a cause beyond the Force Majeure event. Each Party shall use its best efforts to mitigate the effects reasonable control of such Force Majeure event party, remedy its inability including without limitation, act of God; regulation or law of any government or any agency thereof, including any government, court-ordered or voluntary recall not attributable to perform the fault of Adams or Cardinal; war; terrorism; insurrection or civil commotion; destruction of production facilities or materials by earthquake, and resume full fire, flood or storm; labor disturbance involving non-Cardinal and/or non-Cardinal Affiliate employees; epidemic; or failure of suppliers (which Adams has required Cardinal to use in connection with the performance of its obligations hereunder ), public utilities or common carriers. Such excuse shall continue as long as the condition preventing the performance continues, plus thirty (30) days after the termination of such condition. Excused non-performance shall not include any act, omission or circumstance arising from the negligent or willful act of the party claiming excused non-performance, or lying within such party's reasonable commercial ability to prevent.

Appears in 4 contracts

Samples: Industrial Lease Agreement (Adams Respiratory Therapeutics, Inc.), Supply Agreement (Adams Respiratory Therapeutics, Inc.), Supply Agreement (Adams Laboratories, Inc.)