Exceptional Circumstance Sample Clauses
The Exceptional Circumstance clause defines situations that are outside the normal expectations of the contract, typically involving unforeseen or extraordinary events. In practice, this clause may apply to events such as natural disasters, government actions, or other incidents beyond the control of the parties involved, and it often outlines the procedures or relief available if such events occur. Its core function is to allocate risk and provide a framework for how the parties should respond to rare but significant disruptions, ensuring that neither party is unfairly penalized for circumstances beyond their control.
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Exceptional Circumstance.
7.4.1 An "Exceptional Circumstance" is one where:
(a) the Acquiring Party's membership of the Contract Club has been suspended; or
(b) the Executing Participant has legitimate reason to believe that the Acquiring Party has not been given a right by the Customer to act on its behalf and to give the Instruction; or
(c) the Executing Participant becomes aware of an issue or event affecting or involving the Acquiring Party that gives rise to a legitimate concern:
(i) about the Executing Participant’s ability to trust the Acquiring Party and rely on the veracity of the Instruction; and/or
(ii) that dealing with or continuing to deal with the Acquiring Party would have a negative impact on the reputation of the Executing Participant or that of its Group; and/or
(iii) that involves Potential Pensions Liberation; and/or
(iv) that dealing with or continuing to deal with the Acquiring Party is likely to put the Executing Participant in breach of Applicable Law and/or would give rise to a right for a Regulator to impose a regulatory fine or sanction on the Executing Participant. An "Exceptional Circumstance" does not include any of the exceptional processes referred to in the SLA to which the exception handling process set out in the SLA will apply.
7.4.2 In an Exceptional Circumstance, the Executing Participant will be required to fulfil a Transfer Instruction but, for as long as the Exceptional Circumstance persists, will:
(a) not be required to undertake this in accordance with the Service Levels;
(b) not be required to communicate via electronic messaging, even where the Transfer Instruction is received in a Message, and may revert to manual communication and processing to fulfil the Transfer; and
(c) be able to request such additional information as it requires from the Acquiring Party, Customer and/or Adviser to give it sufficient comfort to enable it to carry out the Transfer.
7.4.3 Any Dispute between Participants about an Exceptional Circumstance, including whether any Exceptional Circumstance has arisen or whether the concern giving rise to an Exceptional Circumstance is legitimate, will be determined in accordance with Clause 12.6 of the By-laws.
Exceptional Circumstance where used herein, refers to a situation affecting a correctional officer’s ability to participate in working a mandatory extended workday, including, but not limited to:
(a) personal or family illness,
(b) critical training obligations,
(c) unavoidable transportation problems, or
(d) child care difficulties.
Exceptional Circumstance. Except as otherwise expressly provided, failure to comply with any of the terms, conditions and provisions of this Contract which is caused by exceptional circumstances shall not give the LCCG or the Provider the right to terminate this Contract if appropriate precautions, including due care and reasonable alternative measures, have been taken with the objective of carrying out its obligations under this Contract. For the purpose of this Contract, exceptional circumstances means circumstances or occurrences beyond the reasonable control of the party which is affected and which prevents the party from performing in whole or in part its duties under this Contract. It is intended that the LCCG and the Provider will mutually agree any changed situation arising out of exceptional circumstances. In any event that no such agreement can be reached, the procedure outlined in Notices and Resolution of Disputes shall apply. Both parties will ensure there are effective procedures for the management of all serious untoward incidents. The Provider will notify the LCCG if any arise; detailing risk assessment, corrective action taken and who has been notified both within the organisation and externally.