Common use of Excused Non-Performance Clause in Contracts

Excused Non-Performance. (a) Seller shall not be liable for breach of any obligation directly or indirectly attributable to events or circumstances beyond Seller’s reasonable control, and whether affecting Seller or any person or entity whose performance Seller is relying upon, in whole or in part, to satisfy its obligations under the Contract (individually and collectively, “Force Majeure”). Such events include, but are not limited to, acts of God, acts of Buyer, war, riots, accident, f ires, explosions, f loods, sabotage, terrorism, governmental laws, rules, regulations, orders or action (whether valid or not valid), acts or failure to act by Seller’s suppliers or third parties, natural disaster, weather conditions, or shortages of or inability to obtain (upon Seller’ s usual terms and from its usual sources of supply) suitable or sufficient energy, labor, machinery, facilities, raw materials, transportation, supplies or other resources or services. Labor difficulties, strike, lockout or other act of workers shall be conclusively presumed to be beyond Seller’ s reasonable control, and accordingly within the meaning and intent of this Paragraph 3. All or some of the quantities of Product deliverable under, or other performance by Seller under, the Contract that is affected by a Force Majeure event may, in Seller’s sole and absolute discretion, be eliminated and/or suspended from the operation of the Contract (with the elimination and/or suspension of Buyer’ s corresponding obligations), but such Contract shall remain otherwise unaffected.

Excused Non-Performance. (a) Seller shall not be liable for breach of any obligation directly or indirectly attributable to events or circumstances beyond Seller’s reasonable control, and whether affecting Seller or any person or entity whose performance Seller is relying upon, in whole or in part, to satisfy its obligations under the Contract (individually and collectively, “Force Majeure”). Such events include, but are not limited to, acts of God, acts of Buyer, war, riots, accident, f iresfires, explosions, f loodsfloods, sabotage, terrorism, governmental laws, rules, regulations, orders or action (whether valid or not valid), acts or failure to act by Seller’s suppliers or third parties, natural disaster, weather conditions, or shortages of or inability to obtain (upon Seller’ s ’s usual terms and from its usual sources of supply) suitable or sufficient energy, labor, machinery, facilities, raw materials, transportation, supplies or other resources or services. Labor difficulties, strike, lockout or other act of workers shall be conclusively presumed to be beyond Seller’ s ’s reasonable control, and accordingly within the meaning and intent of this Paragraph 3. All or some of the quantities of Product deliverable under, or other performance by Seller under, the Contract that is affected by a Force Majeure event may, in Seller’s sole and absolute discretion, be eliminated and/or suspended from the operation of the Contract (with the elimination and/or suspension of Buyer’ s ’s corresponding obligations), but such Contract shall remain otherwise unaffected.

Excused Non-Performance. (a) Seller shall not be liable for breach of any obligation directly or indirectly attributable to events or circumstances beyond Seller’s reasonable control, and whether affecting Seller or any person or entity whose performance Seller is relying upon, in whole or in part, to satisfy its obligations under the Contract (individually and collectively, “Force Majeure”). Such events include, but are not limited to, acts of God, acts of Buyer, war, riots, accident, f iresfires, explosions, f loodsfloods, sabotage, terrorism, governmental laws, rules, regulations, orders or action (whether valid or not valid), acts or failure to act by Seller’s suppliers or third parties, natural disaster, weather conditions, or shortages of or inability to obtain (upon Seller’ s ’s usual terms and from its usual sources of supply) suitable or sufficient energy, labor, machinery, facilities, raw materials, transportation, supplies or other resources or services. Labor difficulties, strike, lockout or other act of workers shall be conclusively presumed to be beyond Seller’ s ’s reasonable control, and accordingly within the meaning and intent of this Paragraph 3. All or some of the quantities of Product deliverable under, or other performance by Seller under, the Contract that is affected by a Force Majeure event may, in Seller’s sole and absolute discretion, be eliminated and/or suspended from the operation of the Contract (with the elimination and/or suspension of Buyer’ s ’s corresponding obligations), but such Contract shall remain otherwise unaffected. (b) In no event shall Seller be required to acquire alternative product and/or services from a third party in the event of a Force Majeure. If Seller is unable to supply the quantity of Product stated in the Contract, it may in its sole discretion, without any liability, allocate its available supply among any or all purchasers, as well as itself and its affiliates, in a manner that it determines in good faith to be fair and reasonable. (c) If, in Seller’s sole and exclusive good faith judgment, (i) its compliance with any governmental law, regulation, rule, order or action (including but not limited to those relating to environment, energy, occupational safety and health, toxic substances, product safety, packaging, consumer protection or transportation) renders the production, marketing or transportation of the Product economically, technically or commercially unfeasible, or (ii) the manufacture, export, import, sale and/or use of the Product, or of any related component or process, by it or any of its affiliates, or by Buyer or any of Buyer’s customers, may breach, violate or infringe any patent or intellectual property right, Seller has the right without liability to discontinue or limit its production or sale of Product hereunder.

Excused Non-Performance. (a) Seller shall not be liable for breach of any obligation directly or indirectly attributable to events or circumstances beyond Seller’s reasonable control, and whether affecting Seller or any person or entity whose performance Seller is relying upon, in whole or in part, to satisfy its obligations under the Contract (individually and collectively, “Force Majeure”). Such events include, but are not limited to, acts of God, acts of Buyer, war, riots, accident, f iresfires, explosions, f loodsfloods, sabotage, terrorism, governmental laws, rules, regulations, orders or action (whether valid or not valid), acts or failure to act by Seller’s suppliers or third parties, natural disaster, weather conditions, or shortages of or inability to obtain (upon Seller’ s ’s usual terms and from its usual sources of supply) suitable or sufficient energy, labor, machinery, facilities, raw materials, transportation, supplies or other resources or services. Labor difficulties, strike, lockout or other act of workers shall be conclusively presumed to be beyond Seller’ s ’s reasonable control, and accordingly within the meaning and intent of this Paragraph 3. All or some of the quantities of Product deliverable under, or other performance by Seller under, the Contract that is affected by a Force Majeure event may, in Seller’s sole and absolute discretion, be eliminated and/or suspended from the operation of the Contract (with the elimination and/or suspension of Buyer’ s ’s corresponding obligations), but such Contract shall remain otherwise unaffected.. (b) In no event shall Seller be required to acquire alternative product and/or services from a third party in the event of a Force Majeure. If Seller is unable to supply the quantity of Product stated in the Contract, it may in its sole discretion, without any liability, allocate its available supply among any or all purchasers, as well as itself and its affiliates, in a manner that it determines in good faith to be fair and reasonable. (c) If, in Seller’s sole and exclusive good faith judgment, (i) its compliance with any governmental law, regulation, rule, order or action (including but not limited to those relating to environment, energy, occupational safety and health, toxic substances, product safety, packaging, consumer protection or transportation) renders the production, marketing or transportation of the Product economically, technically or commercially unfeasible, or