Termination for Force Majeure Event. Voya may terminate the Agreement upon notice to BNY Mellon if BNY Mellon is unable for any reason to resume performance of the Services pursuant to the applicable Business Continuity Plan following a Force Majeure Event within 90 days, subject to payment by Voya of 50 percent of the Termination Fees.
Termination for Force Majeure Event. Notwithstanding anything to the contrary contained in this Agreement, in the event that a Force Majeure Event shall have occurred and be continuing for one hundred and eighty (180) consecutive days, either party shall be entitled to terminate this Agreement upon thirty (30) days written notice to the other party.
Termination for Force Majeure Event. (a) If the occurrence of a Force Majeure Event frustrates or renders impossible for a continuous period of more than 180 days the performance by the Province or Project Co of its respective obligations with respect to all or a material portion of the Project or the Project Work, as the case may be, so as to frustrate the overall purpose and intent of the Project, then either the Province or Project Co may at any time, provided that such frustration is then continuing, terminate this Agreement by notice to the other party having immediate effect, subject to Sections 8.1(b) and 14.5 [Notice of Intention to Terminate and Dispute], provided that, if Project Co exercises such right to terminate, the Province may, by notice to Project Co reject such termination of this Agreement by Project Co and upon such rejection by the Province:
(i) the parties, insofar as they are able to do so, will continue to perform their respective obligations under this Agreement in accordance with the provisions of this Agreement;
(ii) without prejudice to the other relief available to the parties in respect of such Force Majeure Event pursuant to Section 8.5 [Parties’ Entitlements Upon Occurrence of a Force Majeure Event], Project Co shall, for so long as the effects of the relevant Force Majeure Event continue, be compensated in accordance with Section 8.3(b), but only in respect of the Direct Losses incurred by Project Co as a result of the Force Majeure Event as and from the date of the exercise by Project Co of its termination right; and
(iii) the Province may at any time thereafter, provided that such frustration is then continuing, terminate this Agreement by notice to Project Co having immediate effect, subject to Section 14.5 [Notice of Intention to Terminate and Dispute].
(b) If this Agreement is terminated by either the Province or Project Co pursuant to Section 8.6(a), compensation on termination shall be payable in accordance with Part 2 [Compensation on Non-Default Termination] of Schedule 13.
Termination for Force Majeure Event. Notwithstanding Section 22.5, Services Recipient may terminate any affected Statement of Work if Service Provider is unable to perform the Services with respect to such Statement of Work in any material respect (i) for more than ten (10) consecutive days, or (ii) for more than thirty (30) days in any calendar quarter, as a result of a Force Majeure Event. In the event Services Recipient so elects to terminate the affected Services as allowed under this Section 25.4 (which such election will be made within thirty (30) days of the occurrence of the event described in (i) or (ii) above), then upon at least thirty (30) days’ prior written notice, such affected Services shall be terminated, and Services Recipient shall not be required to pay any termination charges (including the Absorption Fee or severance costs) in connection with a termination under this Section 25.4.
Termination for Force Majeure Event. Notwithstanding anything to the contrary in this Section 17, if nonperformance on account of a Force Majeure Event continues beyond a continuous period of three hundred and sixty-five (365) days, then either Party shall have the right to terminate this Agreement upon thirty (30) days notice to the other. Upon such termination, Provider shall be required to decommission and remove the Project from the applicable Site in accordance with the provisions of Section 9(f) (unless there has been a casualty event, in which case the provisions of clause (c) above shall apply to the removal of the Project). In the event of such a termination of this Agreement with respect to the Project, the Parties shall not be released from any payment or other obligation arising under this Agreement which accrued prior to the shutdown of the Project or the Premises, and the indemnity, confidentiality and dispute resolution provisions of this Agreement shall survive the termination of this Agreement.
Termination for Force Majeure Event. Notwithstanding anything to the contrary in this Section 17, if nonperformance on account of a Force Majeure Event continues beyond a continuous period of three hundred and sixty-five (365) days, then either the Host or Provider shall have the right to declare a Expiration Date by Force Majeure, effective no earlier than receipt of such notice. Upon such declaration, Provider shall be required to decommission and remove the Project from the applicable Site in accordance with the provisions of Section 9(f) (unless there has been a casualty event, in which case the provisions of clause (c) above shall apply to the removal of the Project). In the event of such a termination of this Agreement with respect to the Project, the Provider and Host shall not be released from any payment or other obligation arising under this Agreement which accrued prior to the shutdown of the Project or the Premises, and the indemnity, confidentiality and dispute resolution provisions of this Agreement shall survive the termination of this Agreement.
Termination for Force Majeure Event. Either Party may terminate this Agreement pursuant to and in accordance with Section 14.12 in connection a Force Majeure Event.
Termination for Force Majeure Event. In the event that this Agreement is terminated by either Party pursuant to Section :
18.7.1 Supplier shall immediately (a) discontinue the Equipment Supply Obligations, (b) conduct an inventory of the equipment and materials related to the Equipment Supply Obligations on the Project Site or en route to the Project Site, (c) remove its personnel and equipment from the Project Site, (d) remove from the Project Site and dispose of all waste, rubbish and debris associated with the Equipment Supply Obligations, (e) execute any documents or instruments reasonably requested by Buyer related to the assignment to Buyer of Supplier’s Subcontracts (provided, however, that notwithstanding anything herein to the contrary, in the case of the purchase order for the Wind Turbines with Supplier Parent (or its Affiliates), Supplier shall only be required to assign a separately created, stand-alone purchase order for the supply of such Wind Turbines and not the purchase order issued by Supplier pursuant to the “frame agreement” (nor the “frame agreement” itself) between Supplier and Supplier Parent which, among other things, includes the exclusive license to sell the wind turbines in North America), (f) assign, to the extent assignable, all Supplier Permits then held by Supplier pertaining to the Project as Buyer may reasonably direct, and (g) take such steps, at Buyer’s sole cost and expense, as are reasonably necessary to preserve, inventory and protect that portion of the Equipment Supply Obligations to which Buyer is expected to take title under Section that is completed or in progress until the same is delivered to the Project Site;
18.7.2 Buyer shall, within ten (10) Business Days following receipt of an invoice therefor, make a termination payment to Supplier for (i) all Turbine Equipment delivered, that portion of the Equipment Supply Obligations performed and all other amounts due hereunder through and including the date of such termination in accordance with the requirements of this Agreement, reduced by any amounts previously paid by Buyer, (ii) all reasonable out-of-pocket expenses of negotiating and paying termination costs under Subcontracts and purchase orders, storage costs, transportation costs and all other costs incurred which are reasonably necessary for the preservation, protection or disposition of the Equipment Supply Obligations (including unused equipment and the Turbine Equipment), (iii) any loss sustained to or upon any equipment, materials, tools,...
Termination for Force Majeure Event. If the Force Majeure Event continues for more than 30 consecutive days and while it continues, either party may terminate this Agreement by giving written notice to the other.
Termination for Force Majeure Event. (a) Client shall have the option, but not the obligation, to terminate this Agreement and/or to terminate from time to time, one or more affected Service Agreements or categories of Services, if Service Provider fails to perform any Services in any material respect because of the occurrence of a Force Majeure Event and Service Provider fails to restore the affected Services within [***]* after the commencement of the Force Majeure Event.; provided, however, (i) Service Provider shall temporarily restore the Services itself or with the assistance of alternate/back-up assistance within [***]* of the commencement of the Force Majeure Event, and (ii) if Service Provider fails to do so, then Client may obtain a third party to provide the affected Services. [***]* shall pay all of the costs of such third party until Service Provider is able to resume providing the Services itself.
(b) Client shall exercise its termination option by delivering to Service Provider written notice of such termination identifying the termination date. Service Provider expressly acknowledges and agrees that notwithstanding the notice of termination, Service Provider shall comply with its obligations to perform its obligations under the Service Agreement(s) with respect to the DRP and Business Continuity Plan, and Termination Assistance Services.
