Uncontrollable Event where an Uncontrollable Event occurs, in accordance with clause O6;
Uncontrollable Event. No Party will be considered to be in default in the performance of any obligations under this Agreement (other than obligations of a Party to pay costs and expenses) if failure of performance is due to an uncontrollable event. The term "uncontrollable event" means any cause beyond the control of the Party affected; including but not limited to flood, earthquake, storm, fire, epidemic, war, riot, civil disturbance or disobedience, labor dispute, action or non-action by (or failure to obtain the necessary authorizations or approvals from) any governmental agency or authority or the electorate, labor or material shortage, sabotage, and restraint by court order or public authority; that by exercise of due diligence and foresight the Party reasonably could not have been expected to avoid and that by exercise of due diligence it will be unable to overcome. A Party that is rendered unable to fulfill any obligation by reason of an uncontrollable event will exercise due diligence to remove such inability with all reasonable dispatch. Unavailability of funds shall not be deemed an uncontrollable event.
Uncontrollable Event. Except for the Town’s obligation to pay amounts due under this Agreement, any failure or delay in performance under this Agreement by either party due to an Uncontrollable Event shall not constitute a breach of this Contract, but shall entitle the affected party to be relieved of performance under this Contract during the term of such event and for a reasonable time thereafter.
Uncontrollable Event. If Employer suffers from any natural or manmade disaster, work stoppage, civil disobedience, act of war, or any other emergency condition beyond Employee's control the term of this Employment Agreement shall remain in full force and effect as if such event had not taken place.
Uncontrollable Event. If a Party is prevented in whole or in part from carrying out its obligations under this Agreement as a result of an Uncontrollable Event, it must promptly notify the other Party accordingly. The notice must:
Uncontrollable Event. The Event may also be canceled by either party if an Uncontrollable Event makes it impracticable or inadvisable to conduct the Event. An “Uncontrollable Event” means an event or circumstance that is beyond the reasonable control and without the fault of the party impacted. An Uncontrollable Event may include, but is not limited to, an act of God; civil disorder; terrorist acts or threats; acts of governing authorities; fires, floods, and other natural disasters; strikes or other labor difficulties; public health issues or disease; facility closings or operation disruptions due to severe weather, a failure or disruption of utilities or critical equipment, an active shooter, or other emergencies; or other events, whether similar or dissimilar to the foregoing. For clarity, an Uncontrollable Event will include the COVID-19 pandemic and related circumstances, whether or not foreseeable (including, without limitation, ongoing or new quarantine orders; employee travel or other restrictions; University campus closure or policy changes; or federal, state, or local governmental orders or advisories). If the Event is cancelled due to an Uncontrollable Event, neither party shall have any liability to the other, provided that any deposits or amounts paid by one party to the other shall be promptly refunded and Licensee shall reimburse University for all reasonable expenses incurred to the time of cancellation (including any expenses for which University then is and will remain unavoidably committed).
Uncontrollable Event. The occurrence of an event which prevents a Party from performing its obligations or duties hereunder which is beyond the reasonable control of the Party affected, and which could not reasonably have been foreseen or provided against, including, acts of God, labor difficulties, riots, strikes, war, and acts of state or governmental action prohibiting any party from performing its respective obligations under the Agreement (“Uncontrollable Event”) shall not excuse such Party from the performance of its obligations or duties under this Agreement, but shall merely suspend such performance during the Uncontrollable Event. Such obligations shall resume when such Party is no longer prevented from performing. If an Uncontrollable Event occurs, the Party prevented from performing its obligations must immediately send notice to the other Party giving full particulars of the event and the reason(s) that Party is prevented from performing its obligations under this Agreement and that Party must use its reasonable efforts to mitigate the effect of the Uncontrollable Event upon its or their performance of the Agreement and to fulfill its or their obligations under the Agreement. An Uncontrollable Event does not relieve a party from liability for obligations which arose before the occurrence of an Uncontrollable Event, nor does it excuse payment obligations. If an Uncontrollable event prevents a Party from performing its obligations for more than thirty (30) days, the other Party may immediately terminate this Agreement upon notice to the affected Party. If this Agreement is terminated due to an Uncontrollable Event, the affected Party shall pay any fees and expenses owed to the other Party as of the effective date of termination. The Parties acknowledge that they are entering into this Agreement during a period of nationwide labor difficulties that make it impossible for Athletico to guarantee that it can provide all of the Regular Services (defined below) included in Exhibit A. If Athletico cannot provide a Regular Service under this Agreement, Athletico will notify Client as soon as practicable. Notice required under this section shall be sent in accordance with Section 9 of this Agreement.
Uncontrollable Event. 36.1. If as a result of any Uncontrollable Event the supply of electricity, water or any other service to the Leased premises or the Aliwal Spa Holiday Resort or the Property is interrupted or lost, permanently or temporarily the Lessee shall be obliged to take such reasonable steps as may be necessary to restore or partially restore the supply, or obtain an alternative supply or partial supply of the relevant service including (without limitation) by acquiring and installing an electric generator provided that the Lessee or its officers, employees, agents, concessionaires, suppliers, contractors or customers shall have no claim of any nature against the Lessor for any loss of or damage to property (of whatever nature) or death or injury, which any of them may directly or indirectly suffer by reason of, or arising partially or completely from any Uncontrollable Event.
36.2. The Lessee or its officers, employees, agents, concessionaires, suppliers, contractors or customers will not have any claim of any nature whatsoever against the Lessor for:
36.2.1. any loss of or damage to property (including loss of the right to occupy the Leased Premises) or death or injury, which any of them may directly or indirectly suffer by reason of, or arising partially or completely from any Uncontrollable Event, and whether or not such loss, damage, death or injury arises in, upon, at, in respect of or around the Leased Premises, the Aliwal Spa Holiday Resort or the Property; or
36.2.2. revision of Rental for total or partial loss of the right to occupy the Leased Premises, nor shall the Lessee be entitled to terminate or cancel the Agreement or withhold or defer payment of Rental or any other amount due in terms of the Agreement by reason of or arising partially or completely from any Uncontrollable Event or any other cause either wholly or partly beyond the Lessor’s control except as provided for in clause 8.
Uncontrollable Event. Notwithstanding anything herein to the contrary, upon the occurrence of a casualty, condemnation or any other event, occurrence, fact, condition, change, effect, or circumstance that is not within the control of the Seller or its Affiliates (“Uncontrollable Event”) that results in the failure of the Seller to be able to comply with (x) Section 3.05(f)(i), Section 3.05 (f)(iii) or Section 6.08 with respect to any Company Owned Real Property or any Company Leased Real Property prior to Closing, or (y) Section 3.05(c) of the TAHM Share Purchase Agreement with respect to any TAHM Leased Real Property prior to the TAHM Closing (in each case, assuming satisfaction or waiver of all other conditions to the Closing or the TAHM Closing, as applicable) (the provisions of this Agreement and the TAHM Share Purchase Agreement described in (x) or (y) shall be referred to the “Relevant Provisions”, and any real property that is the subject of (x) or (y) shall be referred to as the “Affected Property”), the parties shall proceed to the Closing or the TAHM Closing, as the case may be, subject to the following:
(a) The Seller shall promptly inform the Purchaser and shall, at its own cost and expense, promptly and diligently undertake appropriate remedial work to restore the Affected Property to substantially the same condition as it was prior to the occurrence of the Uncontrollable Event and to comply with the Relevant Provisions (“Remedial Work”). For the avoidance of doubt, nothing herein shall affect the conditions to Closing or the TAHM Closing Date, as applicable, other than to the extent that any such condition(s) would not be met as a result of failure by the Seller to comply with the Relevant Provisions as a result of an Uncontrollable Event.
(b) If the Remedial Work cannot be completed prior to the Closing Date or the TAHM Closing Date, as applicable, Purchaser Parent may, in its sole discretion, elect to have the Affected Property or the Transferred Subsidiary owning it retained by the Seller and excluded from (x) the MEB Group Entities (other than the TAHM Entities) at any time prior to the Closing or (y) the TAHM Entities at any time prior to the TAHM Closing, or, if because of any regulatory requirements it is not possible to exclude any Affected Property by thirty (30) days past the Long-Stop Date or, in the case of any TAHM Leased Real Property, thirty (30) days past June 30, 2016, it shall proceed to Closing or the TAHM Closing, as applicable, and have the ri...
Uncontrollable Event. During the Transition Period, the Servicer shall use commercially reasonable efforts to minimize the likelihood of any damage, loss of data, delays or errors resulting from an uncontrollable event, and should such damages, loss of data, delays or errors occur, the Servicer shall use commercially reasonable efforts to mitigate the effects of such occurrence.
