Forced Delay. All of the duties and obligations of each Party, as set forth in this Agreement, are subject to the terms of this Section. The performance by either Party hereunder shall not be deemed to be in default, and all relevant time periods for performance hereunder or in the Schedule of Performance will be extended, where delays or defaults are due to war; insurrection; strikes or labor disputes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; governmental restrictions or priority; litigation (including suits filed by third parties concerning or arising out of this Agreement, including with respect to CEQA and/or Applicable Land Use Approvals); adverse weather conditions (provided that such claim is documented by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably anticipated, and had a material adverse impact on the Party's ability to satisfy its obligation hereunder); acts, or the failure to act, of the other Party(including but not limited to the act or failure to act of the Director in accordance with the provisions of this Agreement), acts or failure to act of any Governmental Authority (other than the acts or failure to act of the County in its capacity as the seller of the Property pursuant to this Agreement); or any other causes (other than Developer's inability to obtain financing for the Development) beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any cause will be deemed granted if notice by the Party claiming such extension is sent to the other within ten (10) days from the date the Party seeking the extension first discovered the cause and such extension of time is not reasonably rejected in writing by the other Party within ten (10) days after receipt of the notice. If more than ten (10) days is required to obtain Director’s approval pursuant to any of Sections 2.4, 2.5, or 2.10 of this Agreement, and approval is ultimately granted pursuant to such sections, timeframes in Exhibit B that are measured from the Effective Date shall be extended by the cumulative amount of time in excess of such ten (10) days that was required to obtain such approval pursuant to such sections. Times of performance under this Agreement may also be extended in writing by the County and the Developer.
Appears in 1 contract
Forced Delay. All In addition to specific provisions of the duties and obligations of each Party, as set forth in this Agreement, are subject to the terms of this Section. The performance by either Party hereunder shall not be deemed to be in default, and all relevant time periods for performance hereunder or in the Schedule of Performance will be extended, default where delays or defaults are due to war; acts of terrorism, insurrection; strikes or labor disputesstrikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; pandemics, quarantine restrictionsor other government restrictions imposed to address epidemics or pandemics; freight embargoes; governmental restrictions or priority; litigation (including suits filed by third parties concerning or arising out of this Agreement, including with respect to CEQA and/or Applicable Land Use Approvals); adverse weather conditions (provided that such claim is documented by data substantiating that weather conditions were abnormal for the period of timeweather; inability to secure necessary labor, could not have been reasonably anticipated, and had a material adverse impact on the Party's ability to satisfy its obligation hereunder)materials or tools; acts, or the failure to act, acts of the other Party(including but not limited to the act or failure to act of the Director in accordance with the provisions of this Agreement), Party; acts or failure to act of any Governmental Authority public or governmental agency or entity (other than the except that acts or the failure to act of the County in its capacity as City shall not excuse performance by the seller of the Property pursuant to this AgreementCity); or any other causes (other than Developer's inability to obtain financing for the Development) beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any cause will be deemed granted if notice by the Party claiming such extension is sent to the other within ten fifteen (1015) days from the date the Party seeking the extension first discovered the cause and such extension of time is not reasonably rejected in writing by the other Party within ten fifteen (1015) days after receipt of the notice. If more than ten (10) days is required to obtain Director’s approval pursuant to any of Sections 2.4, 2.5, or 2.10 of this Agreement, and approval is ultimately granted pursuant to such sections, timeframes in Exhibit B that are measured from the Effective Date shall be extended by the cumulative amount of time in excess of such ten (10) days that was required to obtain such approval pursuant to such sections. Times of performance under this Agreement may also be extended in writing by the County City and the Developer. City and Developer acknowledge that adverse changes in economic conditions, either of the affected Party specifically or the economy generally, changes in market conditions or demand, and/or inability to obtain financing to complete the Development shall not constitute grounds of enforced delay pursuant to this Section. Each Party expressly assumes the risk of such adverse economic or market changes and/or financial inability, whether or not foreseeable as of the Effective Date.
Appears in 1 contract