Non-Execution Clause Samples

The Non-Execution clause defines the circumstances under which a party is not obligated to perform or execute certain actions or agreements. Typically, this clause clarifies that if specific conditions are not met—such as the failure to receive required approvals or the occurrence of a triggering event—then the parties are not required to proceed with the transaction or contractual obligation. By outlining these exceptions, the clause protects parties from being forced to fulfill commitments when foundational prerequisites are absent, thereby reducing risk and ensuring that obligations only arise under agreed-upon conditions.
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Non-Execution. 1. If either Party considers that the other has failed to fulfil an obligation under this Agreement, it may take appropriate measures. 2. Before doing so it shall supply the other Party, within 30 days, with all relevant information required for a thorough examination of the situation, with a view to seeking a solution acceptable to the Parties. 3. In circumstances of particular urgency, appropriate measures may be taken without prior consultations. These measures shall be immediately notified to the other Party and shall be a subject of consultations, if the other Party so requests. These consultations shall be convened within 30 days from the notification of the measures. If no satisfactory solution is found, the Party concerned may avail itself of the procedure relating to the settlement of disputes. 4. The Parties agree, for the purpose of the correct interpretation and practical application of this Agreement, that the term 'circumstances of particular urgency' in paragraph 3 means a case of the material breach of the Agreement by one of the Parties. A material breach of the Agreement consists in: (i) repudiation of the Agreement not sanctioned by the general rules of international law, or (ii) violation of the essential element of the Agreement, as described in Article 2. 5. The Parties agree that the appropriate measures referred to in paragraph 1 of this Article are those taken in accordance with international law and in the selection of these measures, priority must be given to those which least disturb the functioning of this Agreement.
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Non-Execution. OF A PAYMENT INSTRUCTION The service provider has the right to refuse to execute a payment instruction if the customer’s account balance is insufficient, the customer has a spending limit on their subscription or an account balance limit or if the account balance limit of the payment functionality has been exceeded. The service provider can set a monthly or billing peri- od-specific limit on the payment functionality. A service provider’s refusal to execute a payment can be manifested in a number of different ways: a call will not connect or is blocked, message sending fails or the customer gets a notification that the message cannot be transmitted. Service providers do not notify customers of non-execution of or refusal to execute a low value payment if this can be deduced from the context, for exam- ple when the transmission of a message or the receipt of an incoming message fails.
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Non-Execution. Any failure by the Customer to duly execute this Agreement shall not constitute a waiver by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ of any rights it may otherwise possess against the Customer.
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Non-Execution. Any failure by Customer to duly sign this Agreement is not a waiver by FIMAT of any rights it otherwise has against Customer.
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Non-Execution. The Contractor shall not refuse to execute a work order that complies with the scope and intent of this contract. If the Contractor wishes to decline execution of a work order, on the basis that the Contractor believes the scope of work is not in compliance with this contract, the Contractor shall notify the ODR in writing.
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Related to Non-Execution

  • Fax Execution This Agreement may be executed by delivery of executed signature pages by fax and such fax execution will be effective for all purposes.

  • Authorization, Execution and Delivery of this Agreement This Agreement has been duly authorized, executed and delivered by each of the Partnership Parties.

  • Authorization, Execution and Delivery The execution and delivery of this Note by the Borrower and the performance of its obligations hereunder have been duly authorized by all necessary corporate action in accordance with all applicable Laws. The Borrower has duly executed and delivered this Note.

  • Execution This Agreement may be executed in two or more counterparts, all of which when taken together shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to each other party, it being understood that the parties need not sign the same counterpart. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.

  • Contract Execution Each individual executing this Agreement on behalf of Consultant represents that he or she is fully authorized to execute and deliver this Agreement.