Common use of Unforeseen Event Clause in Contracts

Unforeseen Event. 35.1 For the purposes of this clause, “Unforeseen Event” means any: 35.1.1 event or circumstance which makes the performance by a Party of any obligation under this Agreement, unlawful; 35.1.2 fire, flood, earthquake, terrorism, war, riot, civil disorder, rebellion or revolution; or 35.1.3 other event or state of affairs which is outside of the control of a Party or which would be an event of frustration at law, that prevents a Party from complying with its obligations under this Agreement or a Customer Agreement which makes performance by a Party of any of its obligations under this Agreement or Customer Agreement unlawful (“Non-performing Party”) provided that: 35.1.4 the Non-performing Party is without fault in causing or contributing to that default or delay; and 35.1.5 the default or delay could not have been prevented or circumvented by the Non-performing Party taking reasonable precautions or actions. 35.2 The Parties agree that an Unforeseen Event does not include a Party failing to comply with its obligations under this Agreement due to any strikes by employees of a Party or any sub-contractor of a Party (or both) unless the strike is part of an industry wide campaign that does not arise out of a dispute between that Party or a Party’s sub-contractor and one or more of its employees. 35.3 Neither Party will be liable for any default or delay in the performance of its obligations under this Agreement or a Customer Agreement if and to the extent that the default or delay is caused by an Unforeseen Event. 35.4 Upon the occurrence of an Unforeseen Event, the Non-performing Party must promptly notify the other Party’s Contract Administrator by telephone (and must confirm promptly in writing) and describe in reasonable detail: 35.4.1 the circumstances of the Unforeseen Event; and 35.4.2 the efforts which the Non-performing Party proposes to use to recommence performance of its obligations. 35.5 In the event of an Unforeseen Event, the Non-performing Party will be excused from any further performance of the obligations under this Agreement or a Customer Agreement (as the case may be) affected by the Unforeseen Event for so long as: 35.5.1 the Unforeseen Event prevails; and 35.5.2 the Non-performing Party continues to use its best efforts to recommence performance whenever and to whatever extent possible without delay. 35.6 If the period during which a Party is excused under this clause from compliance with a Contract Document continues for at least one (1) calendar month, the other Party may terminate this Agreement by not less than one (1) further calendar month’s Notice to the other Party.

Unforeseen Event. 35.1 32.1 For the purposes of this clause, “Unforeseen Event” means any: 35.1.1 32.1.1 event or circumstance which makes the performance by a Party of any obligation under this Agreement, unlawful; 35.1.2 32.1.2 fire, flood, earthquake, terrorism, war, riot, civil disorder, rebellion or revolution; or 35.1.3 32.1.3 other event or state of affairs which is outside of the control of a Party or which would be an event of frustration at law, that prevents a Party from complying with its obligations under this Agreement or a Customer Agreement which makes performance by a Party of any of its obligations under this Agreement or Customer Agreement unlawful (“Non-performing Party”) provided that: 35.1.4 32.1.4 the Non-performing Party is without fault in causing or contributing to that default or delay; and 35.1.5 32.1.5 the default or delay could not have been prevented or circumvented by the Non-performing Party taking reasonable precautions or actions. 35.2 32.2 The Parties agree that an Unforeseen Event does not include a Party failing to comply with its obligations under this Agreement due to any strikes by employees of a Party or any sub-contractor of a Party (or both) unless the strike is part of an industry wide campaign that does not arise out of a dispute between that Party or a Party’s sub-contractor and one or more of its employees. 35.3 32.3 Neither Party will be liable for any default or delay in the performance of its obligations under this Agreement or a Customer Agreement if and to the extent that the default or delay is caused by an Unforeseen Event. 35.4 32.4 Upon the occurrence of an Unforeseen Event, the Non-performing Party must promptly notify the other Party’s Contract Administrator by telephone (and must confirm promptly in writing) and describe in reasonable detail: 35.4.1 32.4.1 the circumstances of the Unforeseen Event; and 35.4.2 32.4.2 the efforts which the Non-performing Party proposes to use to recommence performance of its obligations. 35.5 32.5 In the event of an Unforeseen Event, the Non-performing Party will be excused from any further performance of the obligations under this Agreement or a Customer Agreement (as the case may be) affected by the Unforeseen Event for so long as: 35.5.1 32.5.1 the Unforeseen Event prevails; and 35.5.2 32.5.2 the Non-performing Party continues to use its best efforts to recommence performance whenever and to whatever extent possible without delay. 35.6 32.6 If the period during which a Party is excused under this clause from compliance with a Contract Document continues for at least one (1) calendar month, the other Party may terminate this Agreement by not less than one (1) further calendar month’s Notice to the other Party.