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<br /> F. the artial or entire Ions of, Mabilit to obtain, or delay in the provision of any'utility services, including
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<br /> water, sewerage,TossilJinals and electric power, necessary fDr operation of the Facility or blockageof
<br /> access tea the Facility;
<br /> G. the inability of NBWS, despite its docurnentQd diliggent efforts,to obtain required supplies from.
<br /> anywhere within the continental United States, or,
<br /> seizure, involuntary conversion n r requisition �f title'tc r use f the Facility
<br /> . ��. the cc►r�d �rnnat�c�n,taking, � �'
<br /> or any I portion thereof by action of any federal, state, county or local governmental, quasi-
<br /> governmental or regulatory agency or authority which materially impacts operat ons �t the Facility.
<br /> i. it is�specifically understood that,without limitation, none of the following acts, events or
<br /> circumstances shall c ristitute a UCC i any act, agent or circumstance.that would not have occurred if.
<br /> asserting excuse f�performance due to CC complied with its obligati n under this
<br /> the Party p .
<br /> Agreement,Applicable Law and/or the requir rrmant and/or,c nditi ns of a Cori-sent, (ii) changes in
<br /> .interest rates inflation rates, labor costs, energy prices, insurance costs, commodity prices, currency
<br /> alues, exchange rate or other general economic conditions,
<br /> ond itions ii cha-nges,in financial condition of
<br /> N BWS or,Tow ,,n� i union car labor rl talcs, ro uirements or demands that have the affect of
<br /> increasing the number of employees employed by NBWS and also at the Facility, or otherwise
<br /> increasing
<br /> the coat to N WS cif pe a�rmance- and (v) any agent the effect cif°�MM could have been
<br /> prevented rev a' rroided-by the exercise of duo care,foresight or du.a diligence on the part the party
<br /> p or
<br /> asserting excuse of,performance resulting from a UCC, its agents, employees and sal contracts rs.
<br /> J. o Ut"-ab lit for UCC. Subject to rights of termination as sot Barth heroin-and except for any obligation
<br /> to pay money, neither Party shall he liable to th-e otherfar any failur� or d-elayin performance of any
<br /> obl'ir ation under this Agreement due to the occurronca of a UCC. The Party Whose performance.under
<br /> this-, re m ent has been affected by a UCC shall provide prompt written notice of the cornmencamer t
<br /> and the cessation of such UCC to the ether Party. Whenever a UCC shall occur,the Party claiming to be�
<br /> adversely affected thereby shall perform in accordance with this Agreement to the extent not
<br /> ad rse l affected b such C subject to the req u i re rr nts®of other contracts effective ri o r to the
<br /> date'h.ereof and shall, as quickly as reasonably possible, atternptto mitigate the cause t ere care,
<br /> reduce casts and resume full-performance under this Agreement,.
<br /> K. Notwithstanding the fore oin , if a UCC, other than for a Change in Law which I's addressed in Sections
<br /> 19 through 23 herein, results in an increase of disposal,transportation,fuel or environmental
<br /> compliance fees or costs to NBWS,then N WS may notify Town of a proposed surcharge to Town due
<br /> to said UCC,The surcharge shall be based upon Town's allocable share as defined in Section 21 and
<br /> shall be calculated in accordance with the formula set forth in Section 22 herein. Town shall then have
<br /> fourteen 14days to accept or reject the proposed surchar er if the Tin rejects the proposed
<br /> and or N SA" ma terrninate this Agreement after forty-five (45) days' writte
<br /> surcharge, then Town
<br /> n y
<br /> Part sub'ectto payment satisfactorily rendered based upon the fees
<br /> notice to the other ", p � ,
<br /> and costs prescribed herein on Exhibit A.
<br /> 14. T.This Agreement may not he assigned by either Party without the prior written consent of
<br /> the other Party,which consent shall not he unreasonably withheld,'conditioned or delayed; provided,
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