External Event; Request Clause Samples

External Event; Request. For purposes of this Section, “External Event” shall mean an event or series of events external to and beyond the control of Company that has or is likely to have a significant adverse impact on Company’s business or operations. By way of illustration and not of limitation, an External Event may include a material market fluctuation, governmental law, the actual or proposed enactment or promulgation of a regulation or administrative action, or a fundamental change in manufacturers’ pricing or distribution policies. In response to an External Event, Company may, at its option, request in writing (a “Request”) that the pricing and/or other terms of this Agreement be renegotiated so as to equitably reflect the effect of the External Event. The Request shall identify the External Event and set forth the general nature and scope of the adjustment requested. As soon as practicable after Retailer’s receipt of such request, the Parties shall meet and begin good faith negotiations. If, at the end of sixty (60) days following Retailer’s receipt of a Request, the Parties have been unable to agree on satisfactory pricing or other terms, Company shall have the right to terminate this Agreement, upon five (5) days’ prior written notice.