Commercial Impracticability. No party to this Agreement shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond that party's reasonable control, including, for example, an act of God, labor disturbance such as a strike or walkout, war, riot, fire, storm, accident, government regulation or interference, or mechanical, electronic or communications failure.
Commercial Impracticability. Notwithstanding the above, in the event --------------------------- that GenVec believes that the payments set forth in Sections 3.2 or 3.3 above would make the sale of Licensed Products commercially impracticable it may notify Scios, and in such event the parties shall negotiate in good faith a reduction in such payments.
Commercial Impracticability. 19.1. With respect to any one or more Covered Beverages and Related Products (the “Affected Products”) and the Territory or any portion thereof (the “Affected Territory”), as applicable,
Commercial Impracticability. The parties acknowledge that the allocation and pricing provisions of Articles IV and V are based on assumptions about Partnership operations and sulphur and sulphur transportation markets in accordance with which those provisions are expected to yield generally balanced and equitable results. If fundamental changes in those operations or markets render such an assumption invalid and performance of this Agreement by a party becomes commercially impracticable or grossly inequitable, that party may so notify the other parties, setting forth its reasons in reasonable detail. The parties will negotiate in good faith toward amending the affected provisions of the Agreement in a manner intended to restore its balance and equity. Ordinary cyclical changes in markets shall not be grounds for invoking negotiation under this Article. A party invoking negotiation will have the burden of proving that an assumption upon which the Agreement was based has fundamentally altered.
Commercial Impracticability. No party to this Agreement shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond that party's reasonable control, including, for example, an act of God, labor disturbance such as a strike or walkout, war, riot, fire, storm, accident, government regulation or interference, or mechanical, electronic or communications failure. Charleston: 182738 v.6 10
Commercial Impracticability. Notwithstanding the above, in the event that TherAtid believes that the foregoing royalty rates would make the sale of Licensed Products commercially impracticable it may notify Ciba, and in such event the parties shall negotiate in good faith a reduction in such royalties; provided, the foregoing terms shall remain in effect until such other terms are agreed in writing. *Confidential Treatment Requested under 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2(b)(1)
Commercial Impracticability. No Party shall be liable for any failure to perform its obligations in connection with any action described in this Agreement, only if such failure directly results from and is caused by any act of God, riot, war, terrorist attack, civil unrest, flood, earthquake, or other causes beyond such Party’s reasonable control, excluding a Party’s financial condition or negligence.
Commercial Impracticability. In the event that, by reason of any Regulatory Change, the Lender either (i) incurs any incremental costs which the Lender determines are attributable to its making or maintaining any Advances or its obligation to make any Advances hereunder, or any reduction in any amount receivable by the Lender hereunder in respect of any of such Advances or such obligation (such increases in costs and reductions in amounts receivable being herein called "Additional Costs") based on or measured by the excess above a specified level of the amount of a category of deposits or other liabilities of the Lender which includes deposits by reference to which the interest rate on LIBOR Borrowings or Base Borrowings is determined as provided in this Agreement or a category of extensions of credit or other assets of the Lender which includes LIBOR Borrowings or Base Borrowings or (ii) becomes subject to restrictions on the amount of such category of liabilities or assets which it may hold, then, if the Lender so elects by notice to the Borrower, the obligation of the Lender to make additional Advances of such type hereunder shall be suspended until such Regulatory Change ceases to be in effect (in which case the provisions of Section 2.11(a) hereof shall be applicable).
Commercial Impracticability. Without limiting the effect of the --------------------------- provisions of clause (a) of this Section, in the event that, by reason of any ---------- Regulatory Change, a Bank either (i) incurs any incremental costs which such Bank determines are attributable to its making or maintaining any Advances, or its obligation to make any Advances hereunder, or any reduction in any amount receivable by such Bank hereunder in respect of any of, such Advances or such obligation (such increases in costs and reductions in amounts receivable being herein called "Additional Costs") based on or measured by the excess above a ---------------- specified level of the amount of a category of deposits or other liabilities of such Bank which includes deposits by reference to which the interest rate on LIBOR Borrowings or Base Borrowings is determined as provided in this Agreement or a category of extensions of credit or other assets of such Bank which includes LIBOR Borrowings or Base Borrowings or (ii) becomes subject to restrictions on the amount of such category of liabilities or assets which it may hold, then, if such Bank so elects by notice to the Borrower, the obligation of such Bank to make additional Advances of such type hereunder shall be suspended until such Regulatory Change ceases to be in effect (in which case the provisions of clause (b) of this Section shall be applicable). ----------
Commercial Impracticability. Seller may suspend performance and/or terminate the Orders, in whole or in part, without liability to Buyer, if for any reason, Seller shuts down the unit(s), or the manufacturing facility at which product is made, or if a change in circumstances (whether foreseeable or unforeseeable) causes Seller to incur a loss on a full cost basis at any time on the sale of product hereunder from such unit or manufacturing facility.
