2.7.2
Culpable non-performance for which the Contractor is responsible (i)
Option of substitution or termination Except in the cases specified in Article 2.8, if the Contractor defaults on the performance of any part of its obligations, the Company reserves the right to take the following measures, by registered letter without advice of delivery, without any legal formalities being required and without prejudice to other measures provided for in the Agreement, including its right to claim the penalties specified in Article 4 and receive compensation for actual loss resulting therefrom, fifteen (15) Days after a formal demand has been served by registered letter: •
make good the Contractor’s non-performance, in particular by acting in the Contractor’s stead, or by substituting a third party, to perform the Contractor’s obligations, at the latter’s expense and risk;
•
suspend the performance of the Agreement until the Contractor has established that it has remedied its nonperformance (the indemnification specified in Article 2.7.1 will not apply to this suspension, under any circumstances);
•
terminate the Agreement, wholly or in part.
The Company reserves the right to make equipment available to the Contractor in the course of the Agreement: •
if the Contractor plans to use equipment which is not in conformity with the Agreement;
•
if the Contractor is unable to adhere to the contractual timescales and/or planning.
In this case, the price specified in the Agreement for the supply of this equipment will be deducted, without prejudice to the Company’s right to claim the penalties specified in Article 4. The Contractor undertakes to use this equipment and to maintain the contractual prices as regards studies, transport, erection and other related services, even if the making available of this equipment gives rise to the provision of additional goods and/or services. (ii)
Termination in the event of serious misconduct The Company reserves the right the terminate the Agreement, by registered letter without advice of delivery, without notice and without any legal formalities being required, in the event of a serious infringement of the Contractor’s obligations. This option will be exercised without prejudice to other recourse or rights which the Company may exercise.
General Terms and Conditions of Purchase Elia Version 01.06.2004
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