Force Majeure Defined. “Force Majeure” means an event or circumstance that was not reasonably anticipated as of the Effective Date: (a) that was not within the control of the Party claiming its occurrence; (b) that could not have been prevented or avoided by such Party through the exercise of reasonable diligence; and (c) that directly prohibits or prevents such Party from performing its obligations under this Agreement. For avoidance of doubt, to the extent meeting the foregoing requirements, examples of events that may constitute Force Majeure include: acts of God, an act or threatened act of the public enemy, war (imminent, declared or otherwise), blockade, accidents of navigation or breakdown or injury of vessels, accidents to harbors, docks, canals or other assistances to, or adjuncts of, shipping or navigation, perils of the sea, air crash, shipwreck, train wrecks or other failures or delays of transportation, nuclear emergency, radioactive contamination, cyber-attack, ionizing radiation, release of hazardous waste or materials, sabotage, terrorist acts, invasion, insurrection, riot, non-site specific industrial disturbance by a union or organized labor (including any non-site specific strike or boycott), fire, flood, lightning, earthquake, hurricane, tornado, waves or winds of extreme force, access to the Selected Project being limited due to weather or sea state conditions, extreme accumulation of snow or ice, naturally occurring epidemic, explosion or any similar cataclysmic occurrence, acts, inaction or restraints of a governmental authority (which do not constitute a change in Applicable Law falling within the scope of Section 4.07 of this Agreement) which temporarily or permanently prevent required performance under this Agreement, including limitations on the scheduling of Selected Project installation and maintenance directly arising out of or resulting from such Force Majeure or unavailability of NYGATS. Under no circumstances shall Force Majeure include (w) any full or partial curtailment in the electric output of the Selected Project that is caused by or arises from a mechanical or equipment breakdown or other mishap or events or conditions attributable to normal wear and tear or flaws, unless such curtailment or mishap would otherwise qualify as a Force Majeure, (x) any occurrence or event that merely increases the costs or causes an economic hardship to a Party, or (y) any occurrence or event that was caused by or contributed to by the Party claiming the Force...
Force Majeure Defined. For purposes of this Agreement, “Force Majeure” means an event or circumstance beyond the reasonable control of and without the fault or negligence of the Owner or Operator claiming Force Majeure (“Affected Party”), which, despite the exercise of reasonable diligence, cannot be or be caused to be prevented, avoided or removed by such Affected Party including, to the extent satisfying the above requirements, acts of God; earthquake; abnormal weather condition; hurricane; flood; lightning; high winds; drought; peril of the sea; explosion; fire; war (declared or undeclared); military action; sabotage; riot; insurrection; civil unrest or disturbance; acts of terrorism; economic sanction or embargo; civil strike, work stoppage, slow-down, or lock-out that are of an industry or sector-wide nature and that are not directed solely or specifically at the Affected Party; the binding order of any Governmental Authority, provided that the Affected Party has in good faith reasonably contested such order; the failure to act on the part of any Governmental Authority, provided that such action has been timely requested and diligently pursued; unavailability of equipment, supplies or products, but only to the extent caused by Force Majeure; failure of equipment, provided that the equipment has been operated and maintained in accordance with Good Utility Practice; and transportation delays or accidents, but only to the extent otherwise caused by Force Majeure; provided, however, that neither insufficiency of funds, financial inability to perform nor changes in market conditions shall constitute Force Majeure.
Force Majeure Defined. The term “Force Majeure Event” shall mean any one of the following: fire, earthquake, flood, act of God, riot, hostilities, civil disorder, direct act of terrorism or a credible threat thereof, declaration of war, strike, lockout or other labor dispute, change in law, ordinance, rule or regulation, or other occurrence or condition of a like nature beyond the reasonable control of the party whose performance is affected, or any law, ordinance, rule, regulation or order of any public or military authority stemming from the existence of any of the foregoing or stemming from economic controls. Inclement weather shall not constitute a Force Majeure Event unless such inclement weather prevents any significant activities planned in connection with the Event and such activities cannot be held in another location within The Shell, Petco Park or the downtown San Diego area, as determined by Padres in its sole discretion.
Force Majeure Defined. (a) As used herein, the term “
Force Majeure Defined. The term “Force Majeure” shall mean any cause, whether of the kind enumerated herein or otherwise, which is not within the reasonable control of Buyer, and which by the exercise of reasonable diligence Buyer is unable to prevent or overcome, and which wholly or partially prevents or delays Buyer’s performance of any of its obligations under this Agreement (other than any payment obligations hereunder), including any of the following which satisfy the foregoing criteria: acts of God; strikes, lockouts or other industrial disputes or disturbances; acts of the public enemy, sabotage, wars, blockades, insurrections, riots and other civil disturbances; epidemics; landslides, floods, lightning, earthquakes, fires, tornadoes, hurricanes, named storms or other weather events that necessitate extraordinary measures and expenses to maintain operations of any of the Plants, and warnings for any of the foregoing which may necessitate the precautionary shut-down of any Plant, any portion thereof, or other related facilities; arrests and restraints of governments (either federal, state, civil or military), including any orders of courts or of a Governmental Authority; explosions, breakage or accidents to equipment, machinery, any Plant or any portion thereof, or lines of pipe, or the making of repairs or alterations to any of the foregoing necessitated as a result of a Force Majeure event; inability to secure, or unavoidable delays in securing, labor or materials that are required for Buyer’s performance hereunder; electric power shortages or outages; or the necessity for compliance with any applicable Law.
Force Majeure Defined. The term “Force Majeure” as employed herein means acts of God, by the elements, strikes, lockouts, differences with workmen, or other industrial or labor disturbances, act of the public enemy, wars, military operations, national emergency, insurrections, riots, lightning, earthquakes, fires, storms, floods, high water, washouts, restraints of government, federal or State, civil or military and of people, acts or restrictions of civil or military authority or governmental offices acting under some chain of authority, by any governmental regulations, or any Applicable Law, or action of any court of the federal, state or local government, civil disturbances, explosions, regularly scheduled turnarounds, breakage or accident to machinery, equipment, tankage or lines of pipe, the necessity or desirability for making repairs to or alterations or maintenance of machinery, equipment, tankage or lines of pipe, loss of redelivery point, equipment or facility breakdown, freezing of xxxxx or of pipelines, wellbore failures, uncontrolled surfacing of CO2, and any cause or causes, whether the kind enumerated or otherwise, not reasonably within control of the Party claiming suspension in which by the exercise of reasonable diligence such Party will be unable wholly or in part to prevent or overcome. Such term shall likewise include: (a) in those instances where either Party hereto is required to obtain servitudes, rights-of-way grants, Permits to enable such Party to perform hereunder, the inability of such Party to acquire, or the delays on the part of such Party in acquiring, at reasonable cost and after the exercise of reasonable diligence, such servitudes, rights-of-way grants or Permits, and (b) in those instances where either Party hereto is required to furnish materials and supplies for the purpose of constructing or maintaining facilities or is required to secure Permits to enable such Party to perform hereunder, the inability of such Party to acquire, or delays on the part of such Party in acquiring, at reasonable cost and after the exercise of reasonable diligence, such materials and supplies or Permits; provided, however, the term “Force Majeure” does not mean or include any cause which by the exercise of reasonable diligence the Party claiming suspension could overcome. Settlement of strikes, lockouts or other labor disputes shall be entirely within the discretion of the Party having the difficulty and the above requirement that any Force Majeure must be remed...
Force Majeure Defined. Except as otherwise specifically provided herein, the obligations of either Party under this Agreement shall be suspended during the time the Party is prevented or hindered from complying herewith in whole or in part by reason(s) of Force Majeure. “Force Majeure” means an occurrence outside the Party’s reasonable control which that Party cannot reasonably be expected to avoid or overcome, including, without in any way limiting the generality of the foregoing, war, terrorism, force of arms, riots, civil disorder, fire, flood, explosion, strike, lockouts or actions of regulatory authorities/changes in applicable Regulatory Requirements (other than those specifically related or applicable to such Party or any act or omission by or on behalf of such Party).
Force Majeure Defined. As used herein, “Force Majeure” shall mean any act or event that (a) renders it impossible for the affected Party to perform its obligations under this Agreement; (b) is beyond the affected Party’s control and is not the result of the fault or negligence of the affected Party; and (c) could not have been prevented or avoided by the affected Party through the exercise of due diligence, including but not limited to, the expenditure of reasonable amounts of money considering the scope of the service being provided. Subject to the satisfaction of the conditions set forth in the preceding provision, Force Majeure shall include, without being limited to, the following acts or events: acts of God, including fires, explosions, earthquakes or volcanic eruptions, storms, floods, washouts and extreme cold or freezing weather; necessity for compliance with any court order, law, regulation or ordinance promulgated by any Governmental Instrumentality having jurisdiction, either federal, Indian, state or local, civil or military, and that is not the result of the affected Party’s noncompliance with its obligations; acts of a public enemy; wars and civil disturbances; strikes, lockouts or other industrial disturbances that are not due to the affected Party’s failure to comply with any labor contract. It is understood and agreed that the settlement of strikes or lockouts shall be entirely within the discretion of the Party having the difficulty and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes or lockouts by acceding to the demands of an opposing party when such course is inadvisable in the discretion of the Party having the difficulty. Force Majeure shall not include any of the following events: (A) economic difficulty, including the lack of financial resources; (B) change in market economic conditions; and (C) failures by any of the contractors of the affected Party to perform their respective obligations, except when such event meets the requirements of Force Majeure as provided above. It is further understood and agreed that risks of regulatory disallowance or other economic penalties shall not constitute events of Force Majeure.
Force Majeure Defined. The term "Force Majeure" means an event that (i) was not within the control of the Party claiming its occurrence; and (ii) could not have been prevented or avoided by such Party through the exercise of due diligence. Events of Force Majeure include, without limitation, by enumeration, acts of God; lightning, hurricanes or storms, hurricane or storm warnings which in Seller's judgment require and result in the precautionary shut-down or evaluation of production facilities; earthquakes, epidemics, fires, floods, landslides, washouts, freezing of wellx xx lines of pipe used to supply Committed Gas under this Agreement and other similar severe natural calamities; acts of public enemy; wars; blockades; insurrections; riots; civil disturbances and arrests; strikes, lockouts or other industrial disturbances; explosions, breakage, accidents to wellx, xxuipment, facilities or lines of pipe used to enable Seller to deliver or Purchaser to receive Committed Gas under this Agreement; events of force majeure declared by transporting pipelines; imposition by a regulatory agency, court or other governmental authority having jurisdiction of binding laws, conditions, limitations, orders, rules or regulations that prevent or prohibit either Party from performing, providing such governmental action has been resisted in good faith by all reasonable legal means; or any other cause. The Parties recognize that Purchaser is not required by this Agreement to use firm transportation to receive Committed Gas from Seller at each Delivery Point and Pricing Pool, but it is the intent of both Parties that transportation or sales arrangements downstream of the Delivery Points and Pricing Pool be made by Purchaser in such a manner that the possibility of a curtailment of Committed Gas due to curtailment of interruptible transportation or recall of acquired transportation be minimized. In addition to the foregoing events of Force Majeure, the loss, interruption or curtailment of transportation downstream of a Delivery Point and Pricing Pool shall constitute an event of Force Majeure provided that Purchaser exercises reasonable efforts to arrange alternative transportation, or the resumption of the curtailed transportation arrangements, as soon as possible following its discovery of the curtailment of downstream transportation. In that event, Purchaser will consult with Seller and endeavor to agree upon a plan of action to avoid further curtailment of Committed Gas from that Delivery Point ...
Force Majeure Defined. Force Majeure shall mean any event that prevents or delays a party from performing in whole or in part any obligation arising under this Agreement and neither was within the reasonable control of the non-performing party nor could have been prevented by reasonable actions taken by the non-performing party, including, without limitation, an act of God, explosion, fire, lightening, earthquake, hurricane, storm, civil disturbance, strike, lock-out, unavailability of fuel or power, changes in law, orders of governmental authorities, and equipment failures that are not due to the negligence of the non-performing party.
