Common use of Applicability of Force Majeure Clause in Contracts

Applicability of Force Majeure. Notwithstanding anything to the contrary herein, neither Party shall be in breach for any delay or failure in its performance under this Agreement to the extent such performance is prevented due to Force Majeure, provided that: (a) the non-performing Party shall give the other Party telephonic notice as promptly as practicable and written notice within forty eight (48) hours of the commencement of the Force Majeure, with details to be supplied within ten (10) Days after the commencement of the Force Majeure further describing the particulars of the occurrence of the Force Majeure; (b) the non-performing Party’s excuse for non-performance shall be of no greater scope and of no longer duration than is directly caused by the Force Majeure; (c) the non-performing Party shall use Commercially Reasonable Efforts to overcome or remedy the effects of the Force Majeure events or circumstances preventing performance and shall provide weekly written progress reports to the other Party during the period that performance is prevented describing actions taken and to be taken to remedy the effects of the Force Majeure, the schedule for such actions and the expected date by which performance shall no longer be prevented by such Force Majeure; (d) the non-performing Party shall be responsible, in accordance with Section 7.2(b), for any Imbalance Charges related to its interruption of performance after any nomination is made to any Transporter and until the change in deliveries and/or receipts is confirmed by such Transporter; (e) when the performance of the Party claiming Force Majeure is no longer being prevented, that Party shall give the other Party written notice to that effect; and (f) except as specifically provided in this Article XIII, Force Majeure shall not excuse any obligation to make any payments that are otherwise due and payable pursuant to this Agreement.

Applicability of Force Majeure. Notwithstanding anything to the contrary herein, neither Party shall Seller will not be in breach responsible or liable for any delay or failure in its performance under this Agreement agreement, and no delay, failure, or other occurrence or event will become an Event of Default, to the extent such performance delay, failure, occurrence or event is prevented due to caused by Force Majeure, provided that: (a) the non-performing Party shall give the other Party telephonic notice as promptly as practicable and written notice within forty eight (48) hours of the commencement of the Force Majeure, with details to be supplied within ten (10) Days after the commencement of the Force Majeure further Seller gives Buyer prompt Notice describing the particulars of the occurrence of the Force Majeure; except that if the nature of the event of Force Majeure is such that Notice cannot be immediately given, then Seller shall provide verbal notice, the effectiveness of which will be subject to Buyer confirming receipt thereof as soon as practicable; (b) the non-performing Party’s excuse for non-suspension of performance shall be is of no greater scope and of no longer duration than is directly caused required by the Force Majeure; (c) the non-performing Party shall use Commercially Reasonable Efforts Seller proceeds with reasonable diligence to overcome or remedy the effects of the Force Majeure events or circumstances preventing performance its inability to perform and shall provide weekly written provides progress reports to the other Party during the period that performance is prevented describing actions taken and to be taken to remedy the effects of end the Force Majeure, the schedule for such actions and the expected date by which performance shall no longer be prevented by such Force Majeure;; and (d) the non-performing Party shall be responsible, in accordance with Section 7.2(b), for any Imbalance Charges related when Seller is able to its interruption of performance after any nomination is made to any Transporter and until the change in deliveries and/or receipts is confirmed by such Transporter; (e) when the resume performance of the Party claiming Force Majeure is no longer being preventedits obligations under this agreement, that Party Seller shall give the other Party written notice Buyer Notice to that effect; and (f) except as specifically provided in this Article XIII, that if the nature of the event of Force Majeure is such that Notice cannot be immediately given, then Seller shall not excuse any obligation provide verbal notice, the effectiveness of which will be subject to make any payments that are otherwise due and payable pursuant to this Agreementthe other Party confirming receipt thereof as soon as practicable.

Applicability of Force Majeure. Notwithstanding anything Except as otherwise expressly provided to the contrary hereinin this Agreement, neither if either Party is rendered wholly or partly unable to timely perform its obligations under this Agreement because of a Force Majeure event, that Party shall be in breach for any delay or failure in its excused from the performance under this Agreement affected by the Force Majeure event (but only to the extent so affected) and the time for performing such performance is prevented due to Force Majeureexcused obligations shall be extended as reasonably necessary; provided, provided that: : (ai) the non-performing Party shall give the other Party telephonic notice as promptly as practicable and written notice within forty eight (48) hours of the commencement of the Force Majeure, with details to be supplied within ten (10) Days after the commencement of the affected by such Force Majeure further describing the particulars event, as soon as reasonably practicable after obtaining knowledge of the occurrence of the claimed Force Majeure; Majeure event, gives the other Party prompt oral notice, followed by a written notice reasonably describing the event; (bii) the non-performing Party’s excuse suspension of or extension of time for non-performance shall be is of no greater scope and of no longer duration than is directly caused required by the Force Majeure; Majeure event; and (ciii) the non-performing Party shall use Commercially Reasonable Efforts affected by such Force Majeure event uses all commercially reasonable efforts to overcome mitigate or remedy its inability to perform as soon as reasonably possible. The Term shall be extended day for day for each day performance is suspended due to a Force Majeure event. Notwithstanding anything herein to the effects contrary, the obligation to make any payment due under this Agreement shall not be excused by a Force Majeure event that impacts Borough's ability to make payment. If a Force Majeure event continues for a period of ninety (90) days (thirty days in the instance of a Change in Law that is a Force Majeure event) or more within a twelve (12) month period and prevents a material part of the performance by a Party hereunder, then the Parties shall, within thirty (30) days following receipt by the other Party of notice of such Force Majeure events or circumstances preventing performance event, meet and attempt in good faith to negotiate amendments to this Agreement. If the Parties are unable to agree upon such amendments within such thirty (30) day period, then the Party not claiming Force Majeure shall provide weekly written progress reports have the right to terminate this Agreement without either Party having further liability to the other Party during the period under this Agreement except with respect to payment of amounts accrued prior to termination and actions or omissions that performance is prevented describing actions taken and occur prior to be taken to remedy the effects of the Force Majeure, the schedule for such actions and the expected date by which performance shall no longer be prevented by such Force Majeure; (d) the non-performing Party shall be responsible, in accordance with Section 7.2(b), for any Imbalance Charges related to its interruption of performance after any nomination is made to any Transporter and until the change in deliveries and/or receipts is confirmed by such Transporter; (e) when the performance of the Party claiming Force Majeure is no longer being prevented, that Party shall give the other Party written notice to that effect; and (f) except as specifically provided in this Article XIII, Force Majeure shall not excuse any obligation to make any payments that are otherwise due and payable pursuant to this Agreementtermination.