Inability to Comply Sample Clauses

The "Inability to Comply" clause defines what happens if a party is unable to fulfill its obligations under the agreement due to circumstances beyond its control. Typically, this clause outlines the process for notifying the other party, any required documentation, and the temporary suspension or modification of obligations during the period of non-compliance. Its core function is to provide a fair and predictable mechanism for addressing situations where strict performance becomes impossible, thereby protecting both parties from undue penalties or disputes arising from unforeseen events.
Inability to Comply. Revvity shall promptly inform Customer in the event Revvity cannot reasonably provide compliance with this Security and Privacy Addendum for whatever reason. In such an event, Customer may immediately suspend any Processing of Personal Data and/or terminate the Services pursuant to the SaaS Agreement.
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Inability to Comply. Supplier shall promptly inform Sun if for any reason Supplier cannot comply with the obligations in this Section 8.2 and its subparts. In such event Sun is entitled to suspend Supplier’s access, use and/or transfer of Sun Personal Information until such time as Supplier is able to comply and/or, at Sun’s sole discretion, to terminate this Agreement, or relevant part thereof, without penalty.
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Inability to Comply. Any party unable to comply with the requirement for electronic filing under seal through the ECF system, or who has reason to believe that a particular document should not be electronically filed, must move by letter motion for leave of Court to file non-electronically
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Inability to Comply. If the Company cannot certify complete compliance with the terms of the Agreement, the Company shall include a full and complete explanation of the reasons for the failure to comply along with the Company’s plans to achieve compliance or reasons that compliance cannot be achieved. Upon receipt of such explanation, the Commissioners Court of the County may, at its sole discretion, agree to work with the Company to develop a mutually agreeable amendment to this Agreement with which the Company can comply, or terminate the Agreement by written notice given to the Company within ninety (90) days after the Annual Report including the notice of inability to comply is given to the County.
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Inability to Comply. Wasabi shall promptly inform Customer in the event Wasabi cannot reasonably provide compliance with this Data Processing Agreement for whatever reason. In such an event, Customer may immediately suspend any Processing of Personal Data and/or terminate the Services pursuant to the Services Agreement.
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Inability to Comply. The requested state shall promptly inform the requesting state with a brief statement of the reasons when a request cannot be fully complied with because: (a) of the limitations of this Treaty; (b) after diligent research, the person whose testimony or statement is sought or who is to be served cannot be located or is believed to be dead; (c) after diligent search, the evidence cannot be located; or (d) of other physical impediments.
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Related to Inability to Comply

  • Ability to Abandon CVR A Holder may at any time, at such Holder’s option, abandon all of such Holder’s remaining rights in a CVR by transferring such CVR to Parent without consideration therefor. Nothing in this Agreement is intended to prohibit Parent from offering to acquire CVRs for consideration in its sole discretion.

  • Failure to Comply with Arbitrator’s Decision 10.6.1 The award of such Arbitrator shall be final and binding upon the parties. 10.6.1 In the event that a Party fails to comply with a final and binding Arbitrator's decision, then the other Party may, without prejudice to any other rights it may have, refer the matter to a competent court of law.

  • Inability to Determine Rates If the Required Lenders determine that for any reason in connection with any request for a Eurodollar Rate Loan or a conversion to or continuation thereof that (a) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such Eurodollar Rate Loan, (b) adequate and reasonable means do not exist for determining the Eurodollar Rate for any requested Interest Period with respect to a proposed Eurodollar Rate Loan, or (c) the Eurodollar Rate for any requested Interest Period with respect to a proposed Eurodollar Rate Loan does not adequately and fairly reflect the cost to such Lenders of funding such Loan, the Administrative Agent will promptly so notify the Borrower and each Lender. Thereafter, the obligation of the Lenders to make or maintain Eurodollar Rate Loans shall be suspended until the Administrative Agent (upon the instruction of the Required Lenders) revokes such notice. Upon receipt of such notice, the Borrower may revoke any pending request for a Borrowing of, conversion to or continuation of Eurodollar Rate Loans or, failing that, will be deemed to have converted such request into a request for a Borrowing of Base Rate Loans in the amount specified therein.

  • Inability to Determine Rate If in connection with any request for a Term SOFR Loan or a conversion to or continuation thereof, as applicable, (a) Agent determines (which determination shall be conclusive absent manifest error) that (i) no Successor Rate has been determined in accordance with Section 3.6.2, and the circumstances under Section 3.6.2(a) or the Scheduled Unavailability Date has occurred (as applicable), or (ii) adequate and reasonable means do not otherwise exist for determining Term SOFR for any requested Interest Period with respect to a proposed Term SOFR Loan or in connection with an existing or proposed Base Rate Loan, or (b) Agent or Required Lenders determine that for any reason Term SOFR for any requested Interest Period with respect to a proposed Term SOFR Loan does not adequately and fairly reflect the cost to such Lenders of funding such Loan, Agent will promptly so notify Borrowers and Lenders. Thereafter, (x) the obligation of Lenders to make, maintain, or convert Base Rate Loans to, Term SOFR Loans shall be suspended (to the extent of the affected Term SOFR Loans or Interest Periods), and (y) in the event of a determination described in the preceding sentence with respect to the Term SOFR component of Base Rate, the utilization of such component in determining Base Rate shall be suspended, in each case until Agent (or, in the case of a determination by Required Lenders described above, until Agent upon instruction of Required Lenders) revokes such notice. Upon receipt of such notice, (I) Borrowers may revoke any pending request for a Borrowing, conversion or continuation of Term SOFR Loans (to the extent of the affected Term SOFR Loans or Interest Periods) or, failing that, will be deemed to have converted such request into a request for Base Rate Loans, and (II) any outstanding Term SOFR Loans shall convert to Base Rate Loans at the end of their respective Interest Periods.

  • Failure to Complete If Artist becomes ill, dies, or is otherwise unable or unwilling to complete the Project in accordance with the Agreement, any work already done on the Project will be the City’s property. The City will be entitled to withhold any sums not yet paid to Artist, and may use any such sums toward completion of the Project in any manner the City deems appropriate.