Common use of Material Change in Law Clause in Contracts

Material Change in Law. In the event that, after the date of this Agreement, there is a material change in law which results in this Agreement or the parties' performance of their obligations hereunder being in violation of applicable law, the parties shall negotiate in good faith with one another to amend this Agreement so as to eliminate such violation, PROVIDED, that such amendment shall conform as closely as possible to the original terms of this Agreement. If the parties are unable to agree upon either: (a) whether there has been a material change in law which results in this Agreement or the parties' performance of their obligations hereunder being in violation of applicable law; or (b) the terms or form of such amendment, then either party may submit the matter to binding arbitration before a single arbitrator in Denver, Colorado in accordance with the rules and regulations of the American Arbitration Association then in effect, and judgment upon the award of the arbitrator may be entered in any court having jurisdiction. If the arbitrator determines that it is more likely than not that a material change in law after the date of this Agreement has resulted in this Agreement or the parties' performance of their obligations hereunder is in violation of applicable law, such arbitrator shall either: (a) draft and require the parties to enter into an amendment to this Agreement which eliminates the violation of law and conforms as closely as possible to the original terms of this Agreement; or (b) if the arbitrator determines that no such amendment is feasible, order the termination of this Agreement. Until any such matter is resolved through mutual agreement or binding arbitration, each party shall continue to observe all other terms of this Agreement. This Section 7.18 shall not be construed to require that the parties arbitrate any matter under this Agreement other than as expressly described in this Section 7.18.

Material Change in Law. In the event that, after the date of this Agreement, there is a material change in law which results in this Agreement or the parties' performance of their obligations hereunder being in violation of applicable law, the parties shall negotiate in good faith with one another to amend this Agreement so as to eliminate such violation, PROVIDEDprovided, that such amendment shall conform as closely as possible to the original terms of this Agreement. If the parties are unable to agree upon either: (a) whether there has been a material change in law which results in this Agreement or the parties' performance of their obligations hereunder being in violation of applicable law; or (b) the terms or form of such amendment, then either party may submit the matter to binding arbitration before a single arbitrator in Denver, Colorado in accordance with the rules and regulations of the American Arbitration Association then in effect, and judgment upon the award of the arbitrator may be entered in any court having jurisdiction. If the arbitrator determines that it is more likely than not that a material change in law after the date of this Agreement has resulted in this Agreement or the parties' performance of their obligations hereunder is in violation of applicable law, such arbitrator shall either: (a) draft and require the parties to enter into an amendment to this Agreement which eliminates the violation of law and conforms as closely as possible to the original terms of this Agreement; or (b) if the arbitrator determines that no such amendment is feasible, order the termination of this Agreement. Until any such matter is resolved through mutual agreement or binding arbitration, each party shall continue to observe all other terms of this Agreement. This Section 7.18 8.18 shall not be construed to require that the parties arbitrate any matter under this Agreement other than as expressly described in this Section 7.188.18.

Material Change in Law. In the event that, after the date of this Agreement, there is a material change in law which results in this Agreement or the parties' performance of their obligations hereunder being in violation of applicable law, the parties shall negotiate in good faith with one another to amend this Agreement so as to eliminate such violation, PROVIDEDprovided, that such amendment shall conform as closely as possible to the original terms of this Agreement. If the parties are unable to agree upon either: If (a) whether there has been a material change in law which results in this Agreement or the parties' performance of their obligations hereunder being in violation of applicable law; or (b) the terms or form of such amendment, then either party may submit the matter to binding arbitration before a single arbitrator in Denver, Colorado in accordance with the rules and regulations of the American Arbitration Association then in effect, and judgment upon the award of the arbitrator may be entered in any court having jurisdiction. If the arbitrator determines that it is more likely than not that a material change in law after the date of this Agreement has resulted in this Agreement or the parties' performance of their obligations hereunder is in violation of applicable law, such arbitrator shall either: (a) draft and require the parties to enter into an amendment to this Agreement which eliminates the violation of law and conforms as closely as possible to the original terms of this Agreement; or (b) if the arbitrator determines that no such amendment is feasible, order the termination of this Agreement. Until any such matter is resolved through mutual agreement or binding arbitration, each party shall continue to observe all other terms of this Agreement. This Section 7.18 shall not be construed to require that the parties arbitrate any matter under this Agreement other than as expressly described in this Section 7.18.