Unexpected Events Clause Samples
The "Unexpected Events" clause defines how parties should respond when unforeseen circumstances arise that could impact their ability to fulfill contractual obligations. Typically, this clause outlines what qualifies as an unexpected event—such as natural disasters, government actions, or other events beyond the parties' control—and describes the steps each party must take, like notifying the other party and attempting to mitigate the effects. Its core function is to allocate risk and provide a clear process for handling disruptions, ensuring that neither party is unfairly penalized for events outside their control.
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Unexpected Events. No Party is liable for any failure to perform or delay in performing its obligations under this Funding Deed of Agreement if that failure or delay is due to an Unexpected Event. If that failure or delay exceeds sixty (60) days, either Party may terminate this Funding Deed of Agreement with immediate effect by giving notice to the other Party.
Unexpected Events. Certain events beyond our control may make it impossible for us to fulfill our obligations under this Agreement. We are not legally responsible to you in those events and will resume our obligations as soon as we reasonably can. This Agreement will otherwise remain in full effect.
Unexpected Events. The parties acknowledge that the economic provisions of this Agreement may be affected by unexpected decisions made by pricing authorities in the Sublicense Territory. In the event that unexpected decisions by the pricing authority causes Sublicensee to have difficulties in continuing development of or marketing Product from economic or commercial point of view such as, (a) a determination by the NHI to set the price for Product in the Sublicense Territory by reference to Caltan (calcium carbonate); or (b) the authority forces drastic price cuts for Phosphate Binders; or (c) the authority applies flat-sum reimbursement to the treatment of dialysis including Phosphate Binders, then the parties agree to meet in good faith to discuss and to determine appropriate adjustments to this Sublicense Agreement to address the unexpected events, including consideration of any future milestone and royalty obligations contained in Articles 4 and 5. In the event that, after due discussion and consideration under this Section 13.2, Sublicensee determines that it is no longer economically viable to commercialize the Product, then such a decision not to, or to cease, commercialization shall be considered a termination by Sublicensee for purposes of this Agreement and the provisions of Article 16 shall apply.
Unexpected Events. (a) If an Unexpected Event prevents or delays a party (Affected Party) from performing any obligation under this Agreement (other than payment of amounts due):
(i) as soon as is reasonably practicable, but no later than three business days after the commencement of the Unexpected Event, the Affected Party must give a notice to the other party:
A. describing the Unexpected Event;
B. specifying the impacted obligations and the extent to which the Affected Party cannot perform those obligations;
C. if possible, estimating the period of delay due to the Unexpected Event; and
D. specifying the measures proposed to be adopted to remedy or minimise the disruption caused by the Unexpected Event, and those obligations will be suspended for so long as the Unexpected Event continues; and
(ii) the Affected Party must use reasonable efforts to mitigate the effects of the Unexpected Event.
(b) If the Unexpected Event continues for a period of 60 days or more, either party may (without affecting the accrued rights and obligations of each party as at that date) terminate this Agreement immediately by notice to the other party and the provisions of clause 21.4 will apply.
(c) If this Agreement is terminated under clause 22(b), each party will bear its own costs.
Unexpected Events. 29.1 ‘Unexpected Event’ affecting a party means anything outside that party’s reasonable control, including but not limited to, acts or omissions of another party, fire, storm, flood, earthquake, war, transportation embargo, industry-wide strike or failure or delay in transportation, act or omission or delay of any third person (including but not limited to governments or government agencies).
29.2 If an Unexpected Event affecting a party precludes that party (‘Precluded Party’) partially or wholly from complying with its obligations under this Agreement then:
(1) as soon as reasonably practicable after that Unexpected Event arises, the Precluded Party must notify the other party of the Unexpected Event; and
(2) to the extent and for the period that the Precluded Party is precluded by the Unexpected Event from complying with its obligations under this Agreement, those obligations will be suspended.
29.3 Any Party may terminate this Agreement if an Unexpected Event continues for more than 3 months.
Unexpected Events. A. What happens if ATCO is unable to perform its obligations under this Agreement due to an unexpected event? Certain events beyond our reasonable control may make it impossible for us to perform some or all of our obligations under the Agreement. We are not liable to you in those events, and we will resume our obligations as soon as we can reasonably do so. This Agreement will otherwise remain in full effect.
Unexpected Events. 1.7.1. If Builder at any time creates an unsafe condition upon the Inventory Homesites or any portion of the Property, as determined by Owner in its sole discretion, then Owner may (but shall not be obligated to), and in addition to exercising Owner’s other rights and remedies arising from Builder’s Default, put the Inventory Homesites in a safe condition (and notify Builder thereof), whereupon Owner shall have the right to recover from Builder all of Owner’s actual third-party costs and expenses incurred to reasonably rectify the unsafe condition, together with interest thereon at the Default Rate from the date incurred until the date paid. Upon the termination of this Agreement for any reason, Builder shall leave the Inventory Homesites, and any sidewalk, street or land adjacent thereto, in a safe condition and cause the removal of any liens against the Inventory Homesites, and any sidewalk, street or land adjacent thereto, which were recorded against the Inventory Homesites, and any sidewalk, street or land adjacent thereto, as a result of Builder’s activities thereon.
1.7.2. Within twenty (20) business days following the recordation of any mechanics’ lien or similar encumbrance on any Inventory Homesites, Builder shall cause any such lien or encumbrance to be immediately discharged or bonded over in a manner satisfactory to Owner in its sole discretion and in such fashion so as to enable a licensed title insurer in the State in which the Property is located to insure title to the Inventory Homesite(s) without reference to the claimed lien or encumbrance. Builder shall indemnify, defend and hold harmless Owner for, from and against any such liens or encumbrances.
Unexpected Events. No Party will be liable for any non-performance or delay in performance by that Party that is due wholly or in part to fire, flood, any act of God, riot, act of war (whether or not declared), terrorism, change in law or any other cause beyond the reasonable control of the Party.
Unexpected Events.
(a) If an Unexpected Event prevents or delays a party (Affected Party) from performing any obligation under this Agreement (other than payment of amounts due):
(i) as soon as is reasonably practicable, but no later than three Business Days after the commencement of the Unexpected Event, the Affected Party must give a notice to the other parties and the Governance Committee:
A. describing the Unexpected Event;
B. specifying the impacted obligation and the extent to which the Affected Party cannot perform those obligations;
C. if possible, estimate the period of delay due to the Unexpected Event; and
D. specifying the measures proposed to be adopted to remedy or minimise the disruption caused by the Unexpected Event, and those obligations will be suspended for so long as the Unexpected Event continues; and
Unexpected Events. Should any unexpected event occur in the course of the execution of the Contract, the Supplier shall immediately report it to the Purchaser in a form deemed appropriate under the actual circumstances and submit this report within 3 (three) days of the occurrence of such event.