Non-Performance or Impairment of Material Supply Contracts Clause Samples

Non-Performance or Impairment of Material Supply Contracts. (a) The occurrence of any failure by a Material Supply Contract Counterparty to perform under any Material Supply Contract which continues unremedied for more than 15 days beyond any applicable grace period set forth therein (other than any failure to pay amounts thereunder which in the aggregate for all Material Supply Contracts and all Material Supply Contract Counterparties does not exceed $5,000,000); provided, however, that no such failure to perform shall constitute an Event of Default if the Required Lenders conclude that such failure will not be reasonably likely to have a material adverse effect on the ability of the Borrower or any other Obligor to pay when due any of its monetary Obligations. (b) Any Material Supply Contract shall, in whole or in material part, terminate, cease to be effective or cease to be the legally valid, binding and enforceable obligation of any Person party thereto prior to its stated termination date or any Material Supply Contract Counterparty party thereto shall, directly or indirectly, contest such effectiveness, validity, binding nature or enforceability by the filing of a claim, complaint or notice with an arbitrator or any court or other Governmental Authority.
View Source
Non-Performance or Impairment of Material Supply Contracts. (a) The occurrence of any amendment, waiver or other modification to the terms relating to any Material Supply Contract (other than any amendment, waiver or modification that does not increase the obligations of, decrease the benefits inuring to, or otherwise adversely affect, the Borrower), or any failure by a Material Supply Contract Counterparty to perform under any Material Supply Contract which continues unremedied for more than 15 days beyond any applicable grace period set forth therein (other than any failure to pay amounts thereunder which in the aggregate for all Material Supply Contracts and all Material Supply Contract Counterparties does not exceed $1,000,000); provided, however, that no such amendment, waiver, modification or failure to perform shall constitute an Event of Default if the Required Lenders conclude that such amendment, waiver, modification or failure, as the case may be, will not be reasonably likely to have a material adverse effect on the ability of the Borrower or any other Obligor to pay when due any of its monetary Obligations. (b) Any Material Supply Contract shall, in whole or in material part, terminate, cease to be effective or cease to be the legally valid, binding and enforceable obligation of any Person party thereto or any Material Supply Contract Counterparty party thereto shall, directly or indirectly, contest such effectiveness, validity, binding nature or enforceability by the filing of a claim, complaint or notice with an arbitrator or any court or other Governmental Authority.
View Source

Related to Non-Performance or Impairment of Material Supply Contracts

  • Performance of Material Contracts Perform and observe all the terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time requested by the Administrative Agent and, upon request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Loan Party or any of its Subsidiaries is entitled to make under such Material Contract, and cause each of its Subsidiaries to do so, except, in any case, where the failure to do so, either individually or in the aggregate, could not be reasonably likely to have a Material Adverse Effect.

  • Selection of Subcontractors, Procurement of Materials and Leasing of Equipment The contractor shall not discriminate on the grounds of race, color, religion, sex, national origin, age or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The contractor shall take all necessary and reasonable steps to ensure nondiscrimination in the administration of this contract. a. The contractor shall notify all potential subcontractors and suppliers and lessors of their EEO obligations under this contract. b. The contractor will use good faith efforts to ensure subcontractor compliance with their EEO obligations.

  • Excuse for Nonperformance or Delayed Performance Except with respect to defaults of subcontractors, Contractor/Vendor shall not be in default by reason of any failure in performance of this contract in accordance with its terms (including any failure by Contractor/Vendor to make progress in the prosecution of the work hereunder which endangers such performance) if Contractor/Vendor has notified the Commission or designee within 15 days after the cause of the delay and the failure arises out of causes such as: acts of God; acts of the public enemy; acts of the State and any other governmental entity in its sovereign or contractual capacity; fires; floods; epidemics; quarantine restrictions; strikes or other labor disputes; freight embargoes; or unusually severe weather. If the failure to perform is caused by the failure of a subcontractor to perform or to make progress, and if such failure arises out of causes similar to those set forth above, Contractor/Vendor shall not be deemed to be in default, unless the services to be furnished by the subcontractor were reasonably obtainable from other sources in sufficient time to permit Contractor to meet the contract requirements. Upon request of Contractor, the Commission or designee shall ascertain the facts and extent of such failure, and, if such officer determines that any failure to perform was occasioned by any one or more of the excusable causes, and that, but for the excusable cause, Contractor’s progress and performance would have met the terms of the contract, the delivery schedule shall be revised accordingly, subject to the rights of the State under the clause entitled (in fixed-price contracts, “Termination for Convenience,” in cost-reimbursement contracts, “Termination”). (As used in this Paragraph of this clause, the term “subcontractor” means subcontractor at any tier).

  • Solicitations for Subcontracts, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiation made by the Local Government for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier will be notified by the Local Government of the Local Government’s obligations under this Agreement and the Acts and Regulations relative to Nondiscrimination on the grounds of race, color, or national origin.

  • CONTRACTOR PERFORMANCE AUDIT The Contractor shall allow the Authorized User to assess Contractor’s performance by providing any materials requested in the Authorized User Agreement (e.g., page load times, response times, uptime, and fail over time). The Authorized User may perform this Contractor performance audit with a third party at its discretion, at the Authorized User’s expense. The Contractor shall perform an independent audit of its Data Centers, at least annually, at Contractor expense. The Contractor will provide a data owner facing audit report upon request by the Authorized User. The Contractor shall identify any confidential, trade secret, or proprietary information in accordance with Appendix B, Section 9(a), Confidential/Trade Secret Materials.