Except for Buyer. Processor's obligations to make payment for Gas delivered hereunder, neither party hereto shall be liable for any failure to perform the terms of this Agreement when such failure is due to "force majeure" as hereinafter defined. The term "force majeure" as employed in this Agreement shall mean acts of God, strikes, lockouts or industrial disputes or disturbances, arrests and restraints from rulers or people, interruptions by government or court orders, present and future valid orders of any regulatory body having proper jurisdiction, acts of the public enemy, warss riots, blockades, insurrections, inability to secure materials, including inability to secure materials by reason of allocations promulgated by authorized governmental agencies, epidemics, landslides, lightning, earthquakes, fires, storms, floods, washouts, explosions, breakage or accident to machinery or lines of pipe, freezing of xxxxx or pipelines, inability to obtain easements or rights-of-way, the making of repairs or alterations to pipelines or plants, or any other cause whether of the kind herein enumerated or otherwise, not reasonably within the control of the party claiming "force majeure", the same shall, so far as possible, be remedied with all reasonable dispatch. The settlement of strikes or lockouts or industrial disputes or disturbances shall be entirely within the discretion of the party having the difficulty, and the above requirement that any "force majeure" shall be remedied with all reasonable dispatch, shall not require the settlement of strikes, lockouts or industrial disputes or disturbances by acceding to the demands of any opposing party therein when such course is inadvisable in the discretion of the party having the difficulty.
Except for Buyer obtaining a license from the New Mexico Department of Motor Vehicles ("DMV"), no consent, approval, or authorization of, or declaration, filing, or registration with, any United States federal or state governmental or regulatory authority is required to be made or obtained by Buyer in connection with the execution, delivery, and performance of this Agreement and the consummation of the transactions contemplated by this Agreement.
Except for Buyer s obligation to Close as per this Agreement (which Breach shall not require notice and right to cure), the material breach of any term of this Agreement shall constitute a Default by the party who so breaches, unless the breach is corrected within thirty
Except for Buyer s obligation to Close as per this Agreement (which Breach shall not require notice and right to cure), the material breach of any term of this Agreement shall constitute a Default by the party who so breaches, unless the breach is corrected within thirty (30) days after Default. Default by any party may subject the defaulting party to any remedy at law available to any party hereto. Furthermore, Default by the party not corrected within thirty (30) days from the breach shall result in the immediate termination of other access agreement, or other agreements in relation hereto.
Except for Buyer s rights pursuant to this Agreement and except for the Options, (i) there are no authorized or outstanding (A) securities of the Company other than the Shares, or (B) warrants, preemptive rights, other rights, or options with respect to any securities of the Company, and (ii) neither the Company nor any Seller is subject to any obligation to issue, sell, deliver, redeem, or otherwise transfer, acquire or retire the Shares or any other securities of the Company.
Except for Buyer s obligation to pay for natural gas delivered, neither party will be liable for failure to perform hereunder when the failure is due to an event of Force Majeure, which means an occurrence beyond the control of the party claiming suspension of performance which cannot be prevented or overcome by the exercise of due diligence, including without limitation fire, floods, washouts, earthquakes, extraordinary storms or similar weather conditions, freezing or failure of wells or lines of pipe that affects a significant geographic area, stxxxxx, lockouts, or other industrial disturbances, riots, legal interferences, arrest and restraint of government and people, civil disturbances, explosions, accidents to machinery, acts of God or public enemy, accident to or breakage of Seller's or Buyer's machinery or equipment, any recall by Buyer's Transporter of firm transportation capacity utilized by Buyer under a capacity release when such recall is required to preserve the integrity of Buyer's Transporter's facilities and service, government restraints or orders, or any other cause or event beyond the reasonable control of the non-performing Party, provided, however, that neither party will be relieved of liability to the other for any damage or expense caused or contributed to by its own negligence when such negligence is the proximate cause of its failure to perform, and provided further, that neither Party will be entitled to relief from liability by reason of an event of Force Majeure to the extent that (a) such Force Majeure event could have been prevented or avoided by the Party claiming Force Majeure through the exercise of due diligence; (b) such Party's inability to perform was caused by that Party's lack of funds; (c) such Party's inability to perform was caused by the interruption of interruptible gas transportation service (which interruption is not itself the result of an event of Force Majeure); or (d) such Party's inability to perform was caused by insufficient market demand which is not itself the result of an event of Force Majeure. Notwithstanding the foregoing, Buyer and Seller will use all reasonable efforts to continue deliveries of gas hereunder by any alternative means of transporting such gas to Buyer, to the extent that such alternative transportation is available to deliver gas to the facilities of Buyer at a reasonably economic cost. The Force Majeure shall, so far as possible, be reported to the other party immediately and remedied with all r...
