Common use of Excuse of Performance Clause in Contracts

Excuse of Performance. 10.1 The performance of this Agreement, except for the payment of money for services already rendered and such further services as are necessary for standby or to demobilize following suspension, may be suspended by either party in the event performance of this Agreement is prevented by a cause or causes beyond the reasonable control of either party or force majeure and not contemplated as a circumstance in which services hereunder are to be performed. Such causes shall include, but not be limited to, acts of God, acts of public enemies, war, rebellion, sabotage, riot, fire, explosion, unavoidable accident, or flood; Governmental laws, regulations, requirements, orders or actions; national defense requirements, injunctions or restraining orders, labor trouble, strike, lockout or injunction. In such event, the parties agree to use their Best Endeavors to eliminate the above referenced causes (provided that neither party shall be required to settle a labor dispute against its own best judgment). 10.2 The party asserting a right to suspend performance under this Agreement must, within a reasonable time after it has knowledge of the effective cause, notify the other party of the cause for suspension, the performance suspended, and the anticipated duration of suspension. Upon receipt of such notice advising of a material or indefinite suspension of performance, and if such suspension substantially impairs the value of this Agreement to it, either party may terminate this Agreement on the number of days written notice set forth in Schedule 1, as provided in Clause 11. 10.3 The party asserting a right to suspend performance hereunder shall advise the other party when the suspending event has ended, and when performance will be resumed. 10.4 Nothing herein shall be construed to oblige the Provider to deploy Response Resources in connection with Response Activities where, in the good faith judgment of the Provider’s supervisory personnel on the scene and with the agreement of the Federal On Scene Coordinator, circumstances in which the Response Activities are to be conducted present an unreasonable risk to life or property.

Appears in 8 contracts

Samples: Agreement for Provision of Response Resources, Agreement for Provision of Response Resources, Agreement for Provision of Response Resources

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Excuse of Performance. 10.1 The performance (a) Performance of any obligation under this Agreement, except for the payment of money for services already rendered and such further services as are necessary for standby or to demobilize following suspension, Agreement may be suspended by either party in Party without liability, to the event performance extent that: an Act of this Agreement is prevented by a God; war; riot; fire; explosion; accident; flood; sabotage; mechanical breakdown; involuntary plant shutdown; governmental laws, regulations or orders; or any other cause or causes (except financial) beyond the reasonable control of either party such Party; or force majeure and not contemplated as a circumstance in which services hereunder are to be performed. Such causes shall include, but not be limited to, acts of God, acts of public enemies, war, rebellion, sabotage, riot, fire, explosion, unavoidable accident, or flood; Governmental laws, regulations, requirements, orders or actions; national defense requirements, injunctions or restraining orders, any labor trouble, strike, walkout, lockout or injunctioninjunction (whether or not such labor event is within the reasonable control of such Party), delays, prevents, restricts, or limits the performance of, this Agreement or the consumption, sale or use of chlorine, provided however, that if any of the foregoing events shall delay, prevent, restrict or limit OCC Tacoma's ability to receive chlorine at Ingleside, Texas, then for the first thirty days of any such period of suspension, OCC Tacoma shall not be relieved of its obligations under this Agreement to the extent that no such event delays, prevents, restricts or limits the ability of OCC Tacoma or any of its Affiliates to receive chlorine at any other State of Texas or Gulf Coast delivery point. In The affected Party may invoke this provision by promptly notifying the other Party in writing of the nature and estimated duration of the suspension period and shall exercise all reasonable diligence in curing such event, the parties agree to use their Best Endeavors to eliminate the above referenced causes (provided that neither party shall be required to settle a labor dispute against its own best judgment)condition. 10.2 The party asserting a (b) In the event that either Party exercises its right to suspend performance hereunder, the Term of this Agreement and the obligations of the Parties to purchase and sell chlorine hereunder allocable to such period that performance is suspended shall be extended one day for each day of such suspension provided that the suspension shall not exceed 30 days. In the event that such suspension is great than 30 days but less than 180 days, this Agreement shall remain in effect with the obligations of the Parties to purchase and sell chlorine hereunder suspended and an amount of chlorine determined by multiplying the annual volume of chlorine to be delivered and received in the year in which the suspension of performance occurs (as fixed pursuant to Section 3.3) by a fraction, the numerator of which is the number of days in which performance is suspended (less thirty days in the case of OCC Tacoma) and the denominator of which is 365, deducted from the obligations contained herein to purchase and sell. If any such suspension lasts more than 180 days, the Party as to whom performance of its obligations under this Agreement must, within a reasonable time after it has knowledge of the effective cause, notify the other party of the cause for suspension, the performance suspended, and the anticipated duration of suspension. Upon receipt of such notice advising of a material or indefinite suspension of performance, and if such suspension substantially impairs the value of this Agreement to it, either party not been suspended may terminate this Agreement on by providing the number of days other Party written notice set forth in Schedule 1, as provided in Clause 11of its intent to terminate. 10.3 The party asserting a right to suspend performance hereunder shall advise the other party when the suspending event has ended, and when performance will be resumed. 10.4 Nothing herein shall be construed to oblige the Provider to deploy Response Resources in connection with Response Activities where, in the good faith judgment of the Provider’s supervisory personnel on the scene and with the agreement of the Federal On Scene Coordinator, circumstances in which the Response Activities are to be conducted present an unreasonable risk to life or property.

Appears in 1 contract

Samples: Chlorine Purchase Agreement (Pioneer East Inc)

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