1E9Ct5D

an act of God (e.g., earthquake, tornado, flood, inclement weather) or anact of terrorism, including chemical or biological warfare; labor dispute,lockout, strike, embargo; governmental acts, orders or restrictions; failureof suppliers or third persons; or any other reason where failure to performis beyond the reasonable control, and is not caused by the negligence,intentional conduct or misconduct of the defaulting party, and thedefaulting party has exercised all reasonable efforts to avoid or remedysuch force majeure. The defaulting party must provide written notice ofthe force majeure event to the remaining parties within three (3) days ofsuch event. 58From a legal standpoint, a well-drafted force majeure clause can act as a defense to abreach of contract claim against a business. However, once a force majeure clause isinvoked, the burden is on the party invoking the clause to prove that the event wasbeyond its control and without its fault or negligence .59 Additionally, the party invokingthe force majeure clause must provide notice to the other party so that the other partycan mitigate against the effects of the force majeure event. 6058 Id.59 Id.; see also Gulf Oil Corp. v. F.E.R.C., 706 F.2d 444 (3d Cir. 1983).60 Ruzzat, supra note 53.March 5, 2015 19 @ 3-5-2015 ALFA International6427256.3/SP/00009/0099/011215