Oncor Wrongful Acts Sample Clauses
The "Oncor Wrongful Acts" clause defines and addresses actions or omissions by Oncor that are considered unlawful, negligent, or in breach of contractual obligations. This clause typically outlines what constitutes a wrongful act, such as fraud, misrepresentation, or failure to perform required duties, and may specify the consequences or remedies available if such acts occur. Its core practical function is to clearly delineate Oncor's responsibilities and liabilities, thereby protecting the other party from harm caused by Oncor's misconduct and providing a basis for legal recourse if wrongful acts are committed.
Oncor Wrongful Acts. Oncor’s failure to perform any of its responsibilities set forth in this Agreement (other than as provided in Section 21.04(b)) shall not be deemed to be grounds for termination by Contractor, and Contractor hereby expressly waives any such termination rights it may have under Law. For the avoidance of doubt, Contractor does not waive pursuant to the immediately preceding sentence any other rights it may have under this Agreement or under Law due to Oncor’s failure to perform any of its responsibilities set forth in this Agreement, including rights to make claims against Oncor for Losses arising out of Oncor’s failure to perform any of its responsibilities set forth in this Agreement or any other Oncor Wrongful Act (hereinafter defined). Contractor’s nonperformance of its obligations under this Agreement shall be excused if and to the extent Contractor’s nonperformance results from Oncor’s wrongful acts or omissions, negligence, gross negligence or breach hereunder (each, an “Oncor Wrongful Act”), and in each case Contractor (a) upon learning of an Oncor Wrongful Act, reasonably notifies Oncor of the Oncor Wrongful Act and Contractor’s inability to perform under the circumstances, (b) provides Oncor with every reasonable opportunity to cure the Oncor Wrongful Act, (c) uses commercially reasonable efforts to avoid or mitigate the impact of the Oncor Wrongful Act and (d) uses commercially reasonable efforts to perform notwithstanding the Oncor Wrongful Act. Oncor shall reimburse Contractor for its reasonable, direct, actual, incremental expenses (to the extent paid or payable by Contractor) resulting from Contractor’s efforts in complying with clauses (b) through (d) of this Section.