Common use of Access to Metrolinx Lands Clause in Contracts

Access to Metrolinx Lands. (a) Subject to this Section 16 and the provisions of Schedule 20 – Lands, including any restrictions on the use and access to the Metrolinx Lands set out Schedule 20 – Lands, Contracting Authority shall grant or have caused to be granted, and shall continuously grant or cause to be granted, to Project Co and all Project Co Parties non-exclusive licence rights of use and access to, on and over the Metrolinx Lands, except such rights set out as a Project Co responsibility to obtain under the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” to Schedule 1 – Permits, Licences, Approvals and Agreements, as are required by Project Co and such Project Co Parties and sufficient (subject to Project Co performing its obligations described in the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” to Schedule 1 – Permits, Licences, Approvals and Agreements and subject to the timing and extent of the grant of use and access to the Metrolinx Lands set out in Schedule 20 – Lands) to allow Project Co and such Project Co Parties to perform that part of the Works to be performed on Metrolinx Lands. The rights granted to Project Co pursuant to this Section 16.1(a) shall be effective on the later of, the date of Financial Close; and the commencement date for access to individual parcels of lands that comprise the Metrolinx Lands as set out in Schedule 20 – Lands. (b) Subject to Project Co’s obligation to comply with the other terms and conditions set forth in this Project Agreement and the other Project Documents, Project Co shall ensure that each Project Co Party shall at all times, when entering the Lands, act in a manner consistent with the obligations of Project Co under the Project Agreement. (c) In consideration for the use and access rights granted pursuant to Section 16.1(a), Project Co shall provide the Works subject to and in accordance with this Project Agreement. (d) Without derogating from any of Contracting Authority’s rights hereunder, in particular, its rights of access to the Metrolinx Lands prior to, the Substantial Completion Date for the purposes of any Contracting Authority Commissioning, and subject to any restrictions set out in Schedule 20 – Lands, Contracting Authority acknowledges that, in respect of the Works, Project Co and the Project Co Parties require, and Contracting Authority shall provide, access to the Metrolinx Lands without material interference by Contracting Authority or any Province Person for such period of time identified in Section 16.1(a). Project Co further acknowledges that following Final Completion, Project Co’s access to the Metrolinx Lands shall be subject to the Contracting Authority Activities. (e) Subject to Section 16.1(f), none of the rights granted pursuant to this Section 16.1 shall grant access to, any lands beyond the boundaries of the Metrolinx Lands, or to any lands other than the Metrolinx Lands, other than easements and similar interests of Contracting Authority which benefit the Metrolinx Lands, obtained after the date of this Project Agreement, to the extent the same are necessary for the Works or exceed any restrictions set out in Schedule 20 – Lands; or any facilities or infrastructure of Contracting Authority, Municipalities, Utility Companies, Railway Companies or any other third parties, except as set out in Schedule 20 – Lands (which access, if any, is subject to Section 16.1(b)).

Access to Metrolinx Lands. (a) Subject to this Section 16 and the provisions of Schedule 20 – Lands, including any restrictions on the use and access to the Metrolinx Lands set out Schedule 20 – Lands, Contracting Authority shall grant or have caused to be granted, and shall continuously grant or cause to be granted, to Project Co and all Project Co Parties non-exclusive licence rights of use and access to, on and over the Metrolinx Lands, except such rights set out as a Project Co responsibility to obtain under the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements, as are required by Project Co and such Project Co Parties and sufficient (subject to Project Co performing its obligations described in the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements and subject to the timing and extent of the grant of use and access to the Metrolinx Lands set out in Schedule 20 – Lands) to allow Project Co and such Project Co Parties to perform that part of the Works to be performed on Metrolinx Lands. The rights granted to Project Co pursuant to this Section 16.1(a) shall be effective on the later of, , (i) the date of Financial Close; and and (ii) the commencement date for access to individual parcels of lands that comprise the Metrolinx Lands as set out in Schedule 20 – Lands. (b) Subject to Project Co’s obligation to comply with the other terms and conditions set forth in this Project Agreement and the other Project Documents, Project Co shall ensure that each Project Co Party shall at all times, when entering the Lands, act in a manner consistent with the obligations of Project Co under the Project Agreement. (c) In consideration for the use and access rights granted pursuant to Section 16.1(a), Project Co shall provide the Works subject to and in accordance with this Project Agreement. (d) Without derogating from any of Contracting Authority’s rights hereunder, in particular, its rights of access to the Metrolinx Lands prior to, the Substantial Completion Date for the purposes of any Contracting Authority Commissioning, and subject to any restrictions set out in Schedule 20 – Lands, Contracting Authority acknowledges that, in respect of the Works, Project Co and the Project Co Parties require, and Contracting Authority shall provide, access to the Metrolinx Lands without material interference by Contracting Authority or any Province Person for such period of time identified in Section 16.1(a). Project Co further acknowledges that following Final Completionthe Substantial Completion Date, Project Co’s access to the Metrolinx Lands shall be subject to the Contracting Authority ActivitiesActivities and Other Works. (e) Subject to Section 16.1(f), none of the rights granted pursuant to this Section 16.1 shall grant access to, , (i) any lands beyond the boundaries of the Metrolinx Lands, or to any lands other than the Metrolinx Lands, other than easements and similar interests of Contracting Authority which benefit the Metrolinx Lands, obtained after the date of this Project Agreement, to the extent the same are necessary for the Works or exceed any restrictions set out in Schedule 20 – Lands; or or (ii) any facilities or infrastructure of Contracting Authority, MTO, Municipalities, the Region of Peel, Utility Companies, Railway Companies or any other third parties, except as set out in Schedule 20 – Lands (which access, if any, is subject to Section 16.1(b)). (f) Contracting Authority shall provide Project Co with limited access to the Existing Metrolinx Infrastructure, to the extent necessary to perform the Works and subject to such reasonable conditions as are imposed by Contracting Authority. (g) The use and access rights provided in this Section 16.1 shall automatically terminate as of the Termination Date, save and except for any earlier termination of the use and access rights specified in Schedule 20 – Lands. (h) For greater certainty, the use and access rights provided in this Section 16.1 shall not entitle Project Co or any Project Co Party to extract any mineral from the Metrolinx Lands for use in the Works. (i) Contracting Authority shall acquire use of and access to the Metrolinx Lands described in Schedule 20 – Lands on or prior to the applicable commencement date for access set out in Schedule 20 – Lands. Contracting Authority shall provide Notice to Project Co of the commencement of access rights to the Metrolinx Lands as such access is obtained by Contracting Authority.

Access to Metrolinx Lands. (a) Subject to this Section 16 and the provisions of Schedule 20 – Lands, including any restrictions on the use and access to the Metrolinx Lands set out Schedule 20 – Lands, Contracting Authority shall grant or have caused to be granted, and shall continuously grant or cause to be granted, to Project Co and all Project Co Parties non-exclusive licence rights of use and access to, on and over the Metrolinx Lands, except such rights set out as a Project Co responsibility to obtain under the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements, as are required by Project Co and such Project Co Parties and sufficient (subject to Project Co performing its obligations described in the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements and subject to the timing and extent of the grant of use and access to the Metrolinx Lands set out in Schedule 20 – Lands) to allow Project Co and such Project Co Parties to perform that part of the Works to be performed on Metrolinx Lands. The rights granted to Project Co pursuant to this Section 16.1(a) shall be effective on the later of, , (i) the date of Financial Close; and and (ii) the commencement date for access to individual parcels of lands that comprise the Metrolinx Lands as set out in Schedule 20 – Lands. (b) Subject to Project Co’s obligation to comply with the other terms and conditions set forth in this Project Agreement and the other Project Documents, Project Co shall ensure that each Project Co Party shall at all times, when entering the Lands, act in a manner consistent with the obligations of Project Co under the Project Agreement. (c) In consideration for the use and access rights granted pursuant to Section 16.1(a), Project Co shall provide the Works subject to and in accordance with this Project Agreement. (d) Without derogating from any of Contracting Authority’s rights hereunder, in particular, its rights of access to the Metrolinx Lands prior to, , (i) an Interim Completion Date for the purposes of any applicable Interim Contracting Authority Commissioning; and (ii) the Substantial Completion Date for the purposes of any Contracting Authority Commissioning, and subject to any restrictions set out in Schedule 20 – Lands, Contracting Authority acknowledges that, in respect of the Works, Project Co and the Project Co Parties require, and Contracting Authority shall provide, access to the Metrolinx Lands without material interference by Contracting Authority or any Province Person for such period of time identified in Section 16.1(a). Project Co further acknowledges that following Final Completion, Project Co’s access to the Metrolinx Lands shall be subject to the Contracting Authority Activities. (e) Subject to Section 16.1(f), none of the rights granted pursuant to this Section 16.1 shall grant access to, , (i) any lands beyond the boundaries of the Metrolinx Lands, or to any lands other than the Metrolinx Lands, other than easements and similar interests of Contracting Authority which benefit the Metrolinx Lands, obtained after the date of this Project Agreement, to the extent the same are necessary for the Works or exceed any restrictions set out in Schedule 20 – Lands; or or (ii) any facilities or infrastructure of Contracting Authority, Municipalities, Utility Companies, Railway Companies or any other third parties, except as set out in Schedule 20 – Lands (which access, if any, is subject to Section 16.1(b)). (f) Contracting Authority shall provide Project Co with limited access to the Existing Metrolinx Infrastructure, to the extent necessary to perform the Works and subject to such reasonable conditions as are imposed by Contracting Authority. (g) The use and access rights provided in this Section 16.1 shall automatically terminate as of the Termination Date, save and except for any earlier termination of the use and access rights specified in Schedule 20 – Lands. (h) For greater certainty, the use and access rights provided in this Section 16.1 shall not entitle Project Co or any Project Co Party to extract any mineral from the Metrolinx Lands for use in the Works. (i) Contracting Authority shall acquire use of and access to the Metrolinx Lands described in Schedule 20 – Lands on or prior to the applicable commencement date for access set out in Schedule 20 – Lands. Contracting Authority shall provide Notice to Project Co of the commencement of access rights to the Metrolinx Lands as such access is obtained by Contracting Authority.

Access to Metrolinx Lands. (a) Subject to this Section 16 and the provisions of Schedule 20 – Lands, including any restrictions on the use and access to the Metrolinx Lands set out Schedule 20 – Lands, Contracting Authority shall grant or have caused to be granted, and shall continuously grant or cause to be granted, to Project Co and all Project Co Parties non-exclusive licence rights of use and access to, on and over the Metrolinx Lands, except such rights set out as a Project Co responsibility to obtain under the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements, as are required by Project Co and such Project Co Parties and sufficient (subject to Project Co performing its obligations described in the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements and subject to the timing and extent of the grant of use and access to the Metrolinx Lands set out in Schedule 20 – Lands) to allow Project Co and such Project Co Parties to perform that part of the Works to be performed on Metrolinx Lands. The rights granted to Project Co pursuant to this Section 16.1(a) shall be effective on the later of, , (i) the date of Financial Close; and and (ii) the commencement date for access to individual parcels of lands that comprise the Metrolinx Lands as set out in Schedule 20 – Lands. (b) Subject to Project Co’s obligation to comply with the other terms and conditions set forth in this Project Agreement and the other Project Documents, Project Co shall ensure that each Project Co Party shall at all times, when entering the Lands, act in a manner consistent with the obligations of Project Co under the Project Agreement. (c) In consideration for the use and access rights granted pursuant to Section 16.1(a), Project Co shall provide the Works subject to and in accordance with this Project Agreement. (d) Without derogating from any of Contracting Authority’s rights hereunder, in particular, its rights of access to the Metrolinx Lands prior to, , (i) the Interim Completion Date for the purposes of any Interim Contracting Authority Commissioning; and (ii) the Substantial Completion Date for the purposes of any Contracting Authority Commissioning, and subject to any restrictions set out in Schedule 20 – Lands, Contracting Authority acknowledges that, in respect of the Works, Project Co and the Project Co Parties require, and Contracting Authority shall provide, access to the Metrolinx Lands without material interference by Contracting Authority or any Province Person for such period of time identified in Section 16.1(a). Project Co further acknowledges that following Final Completion, Project Co’s access to the Metrolinx Lands shall be subject to the Contracting Authority Activities. (e) Subject to Section 16.1(f), none of the rights granted pursuant to this Section 16.1 shall grant access to, , (i) any lands beyond the boundaries of the Metrolinx Lands, or to any lands other than the Metrolinx Lands, other than easements and similar interests of Contracting Authority which benefit the Metrolinx Lands, obtained after the date of this Project Agreement, to the extent the same are necessary for the Works or exceed any restrictions set out in Schedule 20 – Lands; or or (ii) any facilities or infrastructure of Contracting Authority, Municipalities, Utility Companies, Railway Companies or any other third parties, except as set out in Schedule 20 – Lands (which access, if any, is subject to Section 16.1(b)). (f) Contracting Authority shall provide Project Co with limited access to the Existing Metrolinx Infrastructure, to the extent necessary to perform the Works and subject to such reasonable conditions as are imposed by Contracting Authority. (g) The use and access rights provided in this Section 16.1 shall automatically terminate as of the Termination Date, save and except for any earlier termination of the use and access rights specified in Schedule 20 – Lands. (h) For greater certainty, the use and access rights provided in this Section 16.1 shall not entitle Project Co or any Project Co Party to extract any mineral from the Metrolinx Lands for use in the Works. (i) Contracting Authority shall acquire use of and access to the Metrolinx Lands described in Schedule 20 – Lands on or prior to the applicable commencement date for access set out in Schedule 20 – Lands. Contracting Authority shall provide Notice to Project Co of the commencement of access rights to the Metrolinx Lands as such access is obtained by Contracting Authority.

Access to Metrolinx Lands. (a) Subject to this Section 16 and the provisions of Schedule 20 – Lands, including any restrictions on the use and access to the Metrolinx Lands set out Schedule 20 – Lands, Contracting Authority shall grant or have caused to be granted, and shall continuously grant or cause to be granted, to Project Co and all Project Co Parties non-exclusive licence rights of use and access to, on and over the Metrolinx Lands, except such rights set out as a Project Co responsibility to obtain under the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements, as are required by Project Co and such Project Co Parties and sufficient (subject to Project Co performing its obligations described in the Permits, Licences, Approvals and Agreements tables attached as Appendix “A” A to Schedule 1 – Permits, Licences, Approvals and Agreements and subject to the timing and extent of the grant of use and access to the Metrolinx Lands set out in Schedule 20 – Lands) to allow Project Co and such Project Co Parties to perform that part of the Works to be performed on Metrolinx Lands. The rights granted to Project Co pursuant to this Section 16.1(a) shall be effective on the later of, , (i) the date of Financial Close; and and (ii) the commencement date for access to individual parcels of lands that comprise the Metrolinx Lands as set out in Schedule 20 – Lands. (b) Subject to Project Co’s obligation to comply with the other terms and conditions set forth in this Project Agreement and the other Project Documents, Project Co shall ensure that each Project Co Party shall at all times, when entering the Lands, act in a manner consistent with the obligations of Project Co under the Project Agreement. (c) In consideration for the use and access rights granted pursuant to Section 16.1(a), Project Co shall provide the Works subject to and in accordance with this Project Agreement. (d) Without derogating from any of Contracting Authority’s rights hereunder, in particular, its rights of access to the Metrolinx Lands prior to, the Substantial Completion Date for the purposes of any Contracting Authority Commissioning, and subject to any restrictions set out in Schedule 20 – Lands, Contracting Authority acknowledges that, in respect of the Works, Project Co and the Project Co Parties require, and Contracting Authority shall provide, access to the Metrolinx Lands without material interference by Contracting Authority or any Province Person for such period of time identified in Section 16.1(a). Project Co further acknowledges that following Final Completionthe Site Control Date, Project Co’s access to the Metrolinx Lands shall be subject to the Contracting Authority ActivitiesActivities and Other Works. (e) Subject to Section 16.1(f), none of the rights granted pursuant to this Section 16.1 shall grant access to, , (i) any lands beyond the boundaries of the Metrolinx Lands, or to any lands other than the Metrolinx Lands, other than easements and similar interests of Contracting Authority which benefit the Metrolinx Lands, obtained after the date of this Project Agreement, to the extent the same are necessary for the Works or exceed any restrictions set out in Schedule 20 – Lands; or or (ii) any facilities or infrastructure of Contracting Authority, Municipalitiesthe City of Toronto, Utility Companies, Railway Companies Companies, MTO or any other third parties, except as set out in Schedule 20 – Lands (which access, if any, is subject to Section 16.1(b)). (f) Contracting Authority shall provide Project Co with limited access to the Existing Metrolinx Infrastructure, to the extent necessary to perform the Works and subject to such reasonable conditions as are imposed by Contracting Authority. (g) The use and access rights provided in this Section 16.1 shall automatically terminate as of the Termination Date, save and except for any earlier termination of the use and access rights specified in Schedule 20 – Lands. (h) For greater certainty, the use and access rights provided in this Section 16.1 shall not entitle Project Co or any Project Co Party to extract any mineral from the Metrolinx Lands for use in the Works. (i) Contracting Authority shall acquire use of and access to the Metrolinx Lands described in Schedule 20 – Lands on or prior to the applicable commencement date for access set out in Schedule 20 – Lands. Contracting Authority shall provide Notice to Project Co of the commencement of access rights to the Metrolinx Lands as such access is obtained by Contracting Authority.