Common use of Uncontrollable Forces Clause in Contracts

Uncontrollable Forces. The Parties shall not be in breach of their respective obligations to the extent the failure to fulfill any obligation is due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence of, the Party claiming the Uncontrollable Force that prevents that Party from performing its contractual obligations under this Agreement and which, by exercise of that Party’s reasonable care, diligence and foresight, such Party was unable to avoid. Uncontrollable Forces include, but are not limited to: (1) strikes or work stoppage; (2) floods, earthquakes, fire, or other natural disasters, terrorist acts, epidemics, pandemics; and (3) final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspended, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing any of its obligations under this Agreement, such Party shall: (1) immediately notify the other Party of such Uncontrollable Force by any means practicable and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated in the Service Agreement.

Uncontrollable Forces. The Parties 17.1 Neither District nor Consultant shall not be considered to be in breach default of their respective obligations to the extent the this Agreement if delays in or failure to fulfill any obligation is of performance shall be due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence ofuncontrollable forces, the Party claiming effect of which, by the Uncontrollable Force that prevents that Party from exercise of reasonable diligence, the non-performing party could not avoid. The term "uncontrollable forces" shall mean any event which results in the prevention or delay of performance by a party of its contractual obligations under this Agreement and which, by exercise which is beyond the control of that Party’s reasonable care, diligence and foresight, such Party was unable to avoidthe non-performing party. Uncontrollable Forces includeIt includes, but are is not limited to: (1) strikes or work stoppage; (2) floods, earthquakes, fire, flood, earthquake, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, inability to procure permits, licenses, or authorizations from any state, local or federal agency or person for any of the supplies, materials, accesses, or services required to be provided by the other party to this Agreement, strikes, work slowdowns or other natural disasterslabor disturbances, terrorist actsand judicial restraint. 17.2 Neither party shall, epidemicshowever, pandemics; and (3) final orders be excused from performance if nonperformance is due to uncontrollable forces which are removable or injunctions issued by a court or regulatory body having competent subject matter jurisdiction remediable, and which the Party claiming non-performing party could have, with the Uncontrollable Forceexercise of reasonable diligence, after diligent efforts, was unable to have stayed, suspended, removed or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Forceremedied with reasonable dispatch. The economic hardship provisions of either Party this Article shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be interpreted or construed to require either Party Consultant or District to settle any strike prevent, settle, or otherwise avoid a strike, work slowdown, or other labor dispute in which it may be involvedaction. If The non-performing party shall, within a reasonable time of being prevented or delayed from performance by an Uncontrollable Force prevents a Party from performing any uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of its obligations under the obligation of this Agreement. In the event of temporary stoppage of Consultant services by the District, such Party shall: (1) immediately notify the District and the Consultant will meet and mutually determine if an extension of time or other Party terms of such Uncontrollable Force by any means practicable and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated adjusted in the Service Agreementconsequence thereof.

Uncontrollable Forces. The Parties parties shall not be in breach of their respective obligations to the extent the failure to fulfill any obligation is due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence of, the Party party claiming the Uncontrollable Force Force, that prevents that Party from performing its contractual obligations under this Agreement and which, by exercise of that Party’s reasonable care, diligence and foresight, such Party party was unable to avoid. Uncontrollable Forces include, but are not limited to: (1a) strikes or work stoppage; (2b) floods, earthquakes, fire, or other natural disasters, ; terrorist acts, epidemics, pandemics; and (3c) final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspended, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing any of its obligations under this Agreement, such Party party shall: (1) immediately notify the other Party of such Uncontrollable Force by any means practicable and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated in the Service Agreementmust comply with section 10, Notices and Contact Information.

Uncontrollable Forces. The Parties shall not be in breach of their respective obligations to the extent the failure to fulfill any obligation is due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence of, the Party claiming the Uncontrollable Force that prevents that Party from performing its contractual obligations under this Agreement and which, by exercise of that Party’s reasonable care, diligence and foresight, such Party was unable to avoid. Uncontrollable Forces include, but are not limited to: (1) strikes Strikes or work stoppage; (2) floodsFloods, earthquakes, fire, or other natural disasters, ; terrorist acts, epidemics, pandemics; and (3) final Final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspended, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing any of its obligations under this Agreement, such Party shall: (1) immediately notify the other Party of such Uncontrollable Force by any means practicable and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated in the Service Agreement.must comply with Exhibit D.

Uncontrollable Forces. The Parties shall not be in breach of their respective obligations to the extent the failure to fulfill any obligation is due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence of, the Party claiming the Uncontrollable Force that prevents that Party from performing its contractual obligations under this Agreement and which, by exercise of that Party’s reasonable care, diligence and foresight, such Party was unable to avoid. Uncontrollable Forces include, but are not limited to: (1) strikes or work stoppage; (2) floods, earthquakes, fire, or other natural disasters, ; terrorist acts, epidemics, pandemics; and (3) final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspended, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing any of its obligations under this Agreement, such Party shall: (1) immediately notify the other Party of such Uncontrollable Force by any means practicable and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated in the Service Agreement.must comply with Exhibit C.

Uncontrollable Forces. The Parties 13.1 Neither TRFMA nor Consultant shall not be considered to be in breach default of their respective obligations to the extent the this Agreement if delays in or failure to fulfill any obligation is of performance shall be due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond uncontrollable forces the effect of which, by the exercise of reasonable control of, and without the fault or negligence ofdiligence, the Party claiming non-performing party could not avoid and is not reasonably foreseeable at the Uncontrollable Force that prevents that Party from performing time of entering into this Agreement. 13.2 The term "uncontrollable forces" shall mean any event which results in the prevention or delay of performance by a party of its contractual obligations under this Agreement and which, by exercise which is beyond the control of that Party’s reasonable care, diligence and foresight, such Party was unable to avoidthe non-performing party. Uncontrollable Forces includeIt includes, but are is not limited to: (1) strikes or work stoppage; (2) floods, fire, flood, earthquakes, firestorms, lightning, epidemic, war, riot, civil disturbance, sabotage, inability to procure permits, licenses, or other natural disastersauthorizations from any state, terrorist acts, epidemics, pandemics; and (3) final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspendedlocal, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds federal agency or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing person for any of its obligations the supplies, materials, accesses, or services required to be provided by either TRFMA or Consultant under this Agreement, such Party strikes, work slowdowns or other labor disturbances, and judicial restraint. 13.3 Consultant shall be paid for services performed prior to the delay plus related costs incurred attributable to the delay. 13.4 Neither party shall: (1) , however, be excused from performance if nonperformance is due to uncontrollable forces that are removable or remediable nor which the non-performing party could have, with reasonable dispatch removed or remedied. 13.5 The provisions of this Article shall not be interpreted or construed to require Consultant or TRFMA to prevent, settle, or otherwise avoid a strike, work slowdown, or other labor action. 13.6 The non-performing party shall upon being prevented or delayed from performance by an uncontrollable force, immediately notify give written notice to the other Party of such Uncontrollable Force by any means practicable party describing the circumstances and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full uncontrollable forces preventing continued performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised obligations of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated in the Service Agreement.

Uncontrollable Forces. The Parties 16.1 Neither City nor Consultant shall not be considered to be in breach default of their respective obligations to the extent the this Agreement if delays in or failure to fulfill any obligation is of performance shall be due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond the reasonable control of, and without the fault or negligence ofuncontrollable forces, the Party claiming effect of which, by the Uncontrollable Force that prevents that Party from performing exercise of reasonable diligence, the nonperforming party could not avoid. The term "uncontrollable forces" shall mean any event which results in the prevention or delay of performance by a party of its contractual obligations under this Agreement and which, by exercise which is beyond the control of that Party’s reasonable care, diligence and foresight, such Party was unable to avoidthe nonperforming party. Uncontrollable Forces includeIt includes, but are is not limited to: (1) strikes or work stoppage; (2) floods, earthquakes, fire, or other natural disastersflood, terrorist actsearthquake, epidemicsstorms, pandemics; and (3) final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party claiming the Uncontrollable Forcelightening, after diligent effortsepidemic, was unable war, riot, civil disturbance, sabotage, inability to have stayedprocure permits, suspendedlicenses, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds authorizations from any state, local, or financing, nor conditions of national federal agency or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing person for any of its obligations the supplies, materials, accesses, or services required to be provided by either City or Consultant under this Agreement, such Party strikes, work slowdowns or other labor disturbances, and judicial restraint. 16.2 Neither party shall: (1) immediately notify , however, be excused from performance if nonperformance is due to uncontrollable forces which are removable or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, removed or remedied with reasonable dispatch. The provisions of this Article shall not be interpreted or construed to require Consultant or City to prevent, settle, or otherwise avoid a strike, work slowdown, or other labor action. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other Party of such Uncontrollable Force by any means practicable party describing the circumstances and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full uncontrollable forces preventing continued performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised obligations of such efforts on an ongoing basis; and (4) provide written notice this Agreement. The Consultant will be allowed reasonable negotiated extension of the resumption time or adjustments for City initiated temporary stoppage of performance. Written notices sent under this section shall be made as indicated in the Service Agreementservices.

Uncontrollable Forces. The Parties Neither Owner nor Consultant shall not be considered to be in breach default of their respective obligations to the extent the this Agreement if delays in or failure to fulfill any obligation is of performance shall be due to an Uncontrollable Force. “Uncontrollable Force” means an event beyond uncontrollable forces the effect of which, by the exercise of reasonable control of, and without the fault or negligence ofdiligence, the Party claiming non-performing party could not avoid and is not reasonably foreseeable at the Uncontrollable Force that prevents that Party from performing time of entering into this Agreement. The term "uncontrollable forces" shall mean any event which results in the prevention or delay of performance by a party of its contractual obligations under this Agreement and which, by exercise which is beyond the control of that Party’s reasonable care, diligence and foresight, such Party was unable to avoidthe non-performing party. Uncontrollable Forces includeIt includes, but are is not limited to: (1) strikes or work stoppage; (2) floods, fire, flood, earthquakes, firestorms, lightning, epidemic, war, riot, civil disturbance, sabotage, inability to procure permits, licenses, or other natural disastersauthorizations from any state, terrorist acts, epidemics, pandemics; and (3) final orders or injunctions issued by a court or regulatory body having competent subject matter jurisdiction which the Party claiming the Uncontrollable Force, after diligent efforts, was unable to have stayed, suspendedlocal, or set aside pending review by a court of competent subject matter jurisdiction. Neither the unavailability of funds federal agency or financing, nor conditions of national or local economies or markets shall be considered an Uncontrollable Force. The economic hardship of either Party shall not constitute an Uncontrollable Force. Nothing contained in this provision shall be construed to require either Party to settle any strike or labor dispute in which it may be involved. If an Uncontrollable Force prevents a Party from performing person for any of its obligations the supplies, materials, accesses, or services required to be provided by either Owner or Consultant under this Agreement, such Party strikes, work slowdowns or other labor disturbances, and judicial restraint. Consultant shall be paid for services performed prior to the delay plus related costs incurred attributable to the delay. Neither party shall: (1) , however, be excused from performance if nonperformance is due to uncontrollable forces which are removable or remediable and which the non-performing party could have, with reasonable dispatch removed or remedied. The provisions of this Article shall not be interpreted or construed to require Consultant or Owner to prevent, settle, or otherwise avoid a strike, work slowdown, or other labor action. The non-performing party shall upon being prevented or delayed from performance by an uncontrollable force, immediately notify give written notice to the other Party of such Uncontrollable Force by any means practicable party describing the circumstances and confirm such notice in writing as soon as reasonably practicable; (2) use its best efforts to mitigate the effects of such Uncontrollable Force, remedy its inability to perform, and resume full uncontrollable forces preventing continued performance of its obligation hereunder as soon as reasonably practicable; (3) keep the other Party apprised obligations of such efforts on an ongoing basis; and (4) provide written notice of the resumption of performance. Written notices sent under this section shall be made as indicated in the Service Agreement.