Agmt09 South Bay Recycling, LLC - Laserfiche WebLink

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1 11.09 EXCUSE FROM PERFORMANCE 2 A. Force Maieure. Neither party shall be in default of its obligations under this 3 Agreement in the event, and for so long as, it is impossible or extremely 4 impracticable for it to perform its obligations due to an "act of God" (including, but 5 not limited to, flood, earthquake or other catastrophic events that have taken place 6 at or in close proximity to the Shoreway Center), war, insurrection, riot, labor unrest 7 of other than the party's employees (including strike, work stoppage, slowdown, sick 8 out, picketing, or other concerted job action), or other similar cause not the fault of, 9 and beyond the reasonable control of, the party claiming excuse. A party claiming 10 excuse under this Section must (1) have taken reasonable precautions, if possible, 11 to avoid being affected by the cause, and (2) notify the other party in writing as 12 provided in Subsection C. This Section 11.09 A shall not apply to, nor shall it 13 excuse any failure to satisfy or perform an obligation arising from, any "act of God," 14 catastrophic event, war, insurrection, riot, labor unrest or similar cause that does not 15 directly and immediately impact or affect Contractor's operations at the Shoreway 16 Center. Indirect impacts and effects from such events and/or causes at remote 17 locations and times are not intended to be included as "acts of God" or an event of 18 Force Majeure under this Section 11.09. 19 B. Oblioation to Restore Ability to Perform. Any suspension of performance by a party 20 pursuant to this Section shall be only to the extent, and for a period of no longer 21 duration than, required by the nature of the event, and the party claiming excuse 22 shall use its best efforts to remedy its inability to perform as quickly as possible and 23 to mitigate damages that may occur as result of the event. 24 C. Notice. The party claiming excuse shall deliver to the other party a written notice of 25 intent to claim excuse from performance under this Agreement by reason of an 26 event of Force Majeure. Notice required by this Section shall be given promptly in 27 light of the circumstances, but in any event not later than five (5) days after the 28 occurrence of the event of Force Majeure. Such notice shall describe in detail the 29 event of Force Majeure claimed, the services impacted by the claimed event of 30 Force Majeure, the expected length of time that the party expects to be prevented 31 from performing, the steps which the party intends to take to restore its ability to 32 perform, and such other information as the other party reasonably requests. 33 D. Authoritv's Riahts in the Event of Force Maieure. The partial or complete 34 interruption or discontinuance of Contractor's services caused by an event of Force 35 Majeure shall not constitute a Contractor Default. Notwithstanding the foregoing: (i) 36 the Authority shall have the right to make use of Contractor's facilities and 37 equipment in the event of non-performance excused by Force Majeure; (ii) if 38 Contractor's failure to perform by reason of Force Majeure continues for a period of 39 thirty (30) days or more, the Authority shall have the right to immediately terminate 40 this Agreement; (iii) if Contractor is unable to process and dispose of Solid Waste or 41 arrange for recovery of Recyclable Materials as required by this Agreement for a 42 period of two (2) or more consecutive days or for any three (3) days in a seven 43 (7)-day period as a result of Force Majeure, the Authority shall have the right to 44 make use of Contractor's property, and (iv) if Contractor's inability to process and 45 dispose of Solid Waste or arrange for recovery of Recyclable Materials continues 46 for ten (10) days or more from the date by which Contractor gave or should have 47 given notice under Subsection C, the Authority may terminate this Agreement. Operating Agreement for Shoreway Center Page - 45 - 7/30/09