Common use of Excusable Events Clause in Contracts

Excusable Events. 9.1 An excusable, justifiable or force majeure event is any event with the following characteristics: (i) hinders, delays or prevents Seller to comply with any of its obligations, where such event is not attributable to Seller; (ii) is beyond control and not the result of Seller’s fault or negligence, and (iii) despite the exercise of reasonable diligence, could not be prevented, avoided or removed. 9.2 Seller shall not be liable or considered in breach of its obligations herein set forth in the event of delays or obstacles by any cause beyond its reasonable control, including, but not limited to: unexpected environmental conditions, armed conflict, acts of terrorism or threats, outbreaks, strikes or other labor issues, or acts or omissions of any governmental authority, or of Buyer or its contractors or suppliers. If an excusable event occurs, Buyer will be duly notified within reasonable time frame and the schedule for Seller’s performance shall be extended by the amount of time lost by reason of the event plus such additional time as may be needed to overcome the effect of the event. If acts or omissions of Buyer or its contractors or suppliers cause the delay, Seller shall also be entitled to an equitable price adjustment. 9.3 Once the excusable event has ceased, Buyer shall be notified about this situation and all reasonable information about the impact and the response plan for a possible force majeure shall be provided. Upon acceptance of the plan, the schedule and price adjustments (if applicable), Seller shall resume the fulfilment of its obligations arising from the Agreement. 9.4 The parties may contractually agree the reasonable time frame to terminate the Agreement, if the excusable event extends beyond it. 9.5 Climatic events: Unusual climatic events means those events not foreseen by the National Weather Service for those areas where the on-site services will be carried out (including areas to pass through in order to reach the designated site). The climatic events include, but are not limited to, excessive rainfall, extreme temperatures, intense winds, thunderstorms, etc. If the climatic event is forecasted by the National Weather Service before mobilizing to the site and Buyer accepts to put the service on hold or postpone it to a later date, neither an additional charge to Buyer shall apply nor any penalty to Seller. If the climatic event occurs once the mobilization to the site has been initiated - whether or not it has been announced by the National Weather Service - and the EHS (environmental, health and safety) regulations consider to be a risk to carry out works under these conditions, it shall be assumed as a day wasted and billed as stand-by or waiting time plus the expenses incurred to overcome the event.