Common use of Consequences of a Compensation Event Clause in Contracts

Consequences of a Compensation Event. If, as a direct result of the occurrence of a Compensation Event: the Private Party is unable to complete the Works or to provide the Services on or before the Scheduled Operation Commencement Date; the Private Party is unable to comply with its obligations under this PPP Agreement; and/or the Private Party incurs costs or loses revenue, then the Private Party is entitled to apply for relief from its obligations and/or claim compensation under this PPP Agreement. To obtain relief and/or claim compensation the Private Party must: as soon as practicable, and in any event within [x] days after it became aware that the Compensation Event has caused or is likely to cause delay, breach of an obligation under this PPP Agreement and/or the Private Party to incur costs or lose revenue, give to the Institution a notice of its claim for an extension of time of the Scheduled Operation Commencement Date, payment of compensation and/or relief from its obligations under this PPP Agreement; within [x] days of receipt by the Institution of the notice referred to in clause , give full details of the Compensation Event and the extension of time and/or any estimated change in project costs claimed; and demonstrate to the reasonable satisfaction of the Institution that: the Compensation Event was the direct cause of the estimated change in project costs and/or any delay in the achievement of the Scheduled Operation Commencement Date; and the estimated change in project costs, time lost, and/or relief from the obligations under this PPP Agreement claimed, could not reasonably be expected to be mitigated or recovered by the Private Party acting in accordance with Good Industry Practice. If the Private Party has complied with its obligations under clause above, then: the Scheduled Operation Commencement Date shall be postponed by such time as shall be reasonable for such a Compensation Event, taking into account the likely effect of delay; in the case of an additional cost being incurred by the Private Party: on or before the Scheduled Operation Commencement Date; or as a result of capital expenditure being incurred by the Private Party at any time, the Institution shall compensate the Private Party for the actual estimated change in project costs as adjusted to reflect the actual costs reasonably incurred within [x] days of its receipt of a written demand by the Private Party supported by all relevant information; the Institution shall give the Private Party such relief from its obligations under this Agreement as is reasonable for such a Compensation Event; and/or the Project Term may be extended for a period of time that is equal to the period of time for which the Compensation Event endured, provided that: the Private Party has used its reasonable endeavours to mitigate its losses; the Private Party has used reasonable endeavours to find the financial consequences of the Compensation Event on the Project from other sources and resources, and has been unsuccessful and the compensation payable by the Institution in terms of clause is inadequate to compensate the Private Party for such financial consequences; the Compensation Event and its consequences are both uninsurable, other than as a result of any act or omission of the Private Party and/or its Subcontractors; the Compensation Event prevents the undertaking or performance of all or the majority of the Works or the Operation and Maintenance; and no other compensation of any nature is payable by the Institution. For the avoidance of doubt, nothing in this clause shall impose any duty or obligation on the Institution to supplement or underwrite any revenue losses or costs of the Private Party arising out of a Compensation Event, other than as expressly detailed in this clause 28. If the information is provided after the dates referred to in clause , then the Private Party shall not be entitled to any extension of time, compensation, or relief from its obligations under this PPP Agreement in respect of the period for which the information is delayed. If the Parties cannot agree the extent of any compensation, delay incurred, relief from the Private Party’s obligations under this PPP Agreement, or the Institution disagrees that a Compensation Event has occurred (or as to its consequences), or that the Private Party is entitled to any relief under this clause, the Parties shall resolve the matter in accordance with clause 36.

Consequences of a Compensation Event. If, as a direct result of the occurrence of a Compensation Event: the Private Party is unable to complete the Works or to provide the Services on or before the Scheduled Operation Commencement Date; the Private Party is unable to comply with its obligations under this PPP Agreement; and/or the Private Party incurs costs or loses revenue, then the Private Party is entitled to apply for relief from its obligations and/or claim compensation under this PPP Agreement. To obtain relief and/or claim compensation the Private Party must: as soon as practicable, and in any event within [x] 21 days after it became aware that the Compensation Event has caused or is likely to cause delay, breach of an obligation under this PPP Agreement and/or the Private Party to incur costs or lose revenue, give to the Institution a notice of its claim for an extension of time of the Scheduled Operation Commencement Date, payment of compensation and/or relief from its obligations under this PPP Agreement; within [x] 7 days of receipt by the Institution of the notice referred to in clause , give full details of the Compensation Event and the extension of time and/or any estimated change in project costs claimed; and demonstrate to the reasonable satisfaction of the Institution that: the Compensation Event was the direct cause of the estimated change in project costs and/or any delay in the achievement of the Scheduled Operation Commencement Date; and the estimated change in project costs, time lost, and/or relief from the obligations under this PPP Agreement claimed, could not reasonably be expected to be mitigated or recovered by the Private Party acting in accordance with Good Industry Practice. If the Private Party has complied with its obligations under clause above, then: the Scheduled Operation Commencement Date shall be postponed by such time as shall be reasonable for such a Compensation Event, taking into account the likely effect of delay; in In the case of an additional cost being incurred by the Private Party: on or before the Scheduled Operation Commencement Date; or as a result of capital expenditure being incurred by the Private Party at any time, the Institution shall compensate the Private Party for the actual estimated change in project costs as adjusted to reflect the actual costs reasonably incurred within [x] 45 days of its receipt of a written demand by the Private Party supported by all relevant information; the Institution shall give the Private Party such relief from its obligations under this Agreement as is reasonable for such a Compensation Event; and/or the Project Term may be extended for a period of time that is equal to the period of time for which the Compensation Event endured, provided that: the Private Party has used its reasonable endeavours to mitigate its losses; the Private Party has used reasonable endeavours to find fund the financial consequences of the Compensation Event on the Project from other sources and or resources, and has been unsuccessful and the compensation payable by the Institution in terms of clause is inadequate to compensate the Private Party for such financial consequences; the Compensation Event and its consequences are both uninsurable, other than as a result of any act or omission of the Private Party and/or its SubcontractorsSubcontractors or agents; the Compensation Event prevents the undertaking or performance of all or the majority of the Works or the Operation and Maintenance; and no other compensation of any nature is payable by the Institution. For the avoidance of doubt, nothing in this clause shall impose any duty or obligation on the Institution to supplement or underwrite any revenue losses or costs of the Private Party arising out of a Compensation Event, Event other than as expressly detailed in this clause 2821. If the information is provided after the dates referred to in clause , then the Private Party shall not be entitled to any extension of time, compensation, or relief from its obligations under this PPP Agreement in respect of the period for which the information is delayed. If the Parties cannot agree the extent of any compensation, delay incurred, relief from the Private Party’s obligations under this PPP Agreement, or the Institution disagrees that a Compensation Event has occurred (or as to its consequences), or that the Private Party is entitled to any relief under this clause, the Parties shall resolve the matter in accordance with clause 3627.

Consequences of a Compensation Event. If, as a direct result of the occurrence of a Compensation Event: the Private Party is unable to complete the Works or to provide the Services achieve Service Commencement on or before the Scheduled Operation Service Commencement Date; the Private Party is unable to comply with its obligations under this PPP Agreement; and/or the Private Party incurs costs or loses revenue, revenue or any third party has instituted a claim against the Private Party or any Subcontractor; then the Private Party is entitled to apply for relief from its obligations and/or claim compensation under this PPP Agreement. To obtain relief and/or claim compensation the Private Party must: as soon as practicable, and in any event within [x] days ten (10) Business Days after it became aware that the Compensation Event has caused or is likely to cause delay, breach of an obligation under this PPP Agreement and/or the Private Party to incur costs or lose revenuerevenue and/or a third party claim, give to the Institution CoT a notice of its claim for an extension of time of the Scheduled Operation for Service Commencement Date, payment of compensation and/or relief from its obligations under this PPP Agreement; within [xtwenty one (21)] days Business Days of receipt by the Institution CoT of the notice referred to in clause Clause 39.2.2(a) above, give full details of the Compensation Event and the extension of time and/or any estimated change in project costs claimedand/or any estimated revenue losses claimed and/or third party claims , to the extent that the information was or ought to be reasonably available within the twenty one (21) Business Days, provided that where such information is or ought to be available after the expiry of the twenty one (21) Business Days, then the Private Party shall provide such information five (5) Business Days after it became available or reasonably available; and demonstrate to the reasonable satisfaction of the Institution CoT that: the Compensation Event was the direct cause of the estimated change in project costs and/or costs, estimated revenue losses, the inability to comply with its obligations, any delay in the achievement of the Scheduled Operation Service Commencement DateDate and/or third party claims; and the estimated change in project costs, time or revenue lost, amounts payable in respect of any third party claims, inability to comply with its obligations, and/or relief from the obligations under this PPP Agreement claimed, could not reasonably be expected to be mitigated or recovered by the Private Party acting in accordance with Good Industry Practice. If In the event that the Private Party has complied with its obligations under clause Clause 39.2.2 above, then: the Scheduled Operation Service Commencement Date shall be postponed by such time as shall be reasonable for such a Compensation Event, taking into account the likely effect of delay; and in the case of an additional cost being incurred by the Private PartyParty or the Private Party losing any revenue and/or the Private Party being liable in respect of any third party claim: on or before at any time during the Scheduled Operation Commencement DateProject Term; or as a result of capital expenditure Capital Expenditure being incurred by the Private Party at any time, the Institution CoT shall compensate the Private Party for the actual estimated change in project costs costs, loss of revenue and/or any loss or liability arising from any third party claim as adjusted to reflect the actual costs reasonably incurred within [x] days fifteen (15) Business Days of its receipt of a written demand by the Private Party supported by all relevant information; in the Institution case of a payment of compensation for the estimated change in project costs that does not result in Capital Expenditure being incurred by the Private Party but which reflects a change in the project costs, loss of revenue being incurred by the Private Party and/or the Private Party incurring any loss or liability arising from any third party claim after the Service Commencement Date, the CoT shall compensate the Private Party by placing the Private Party in a no better, no worse position; and /or the CoT shall give the Private Party such relief from its obligations under this Agreement Agreement, as is reasonable for such a Compensation Event; and/or . In the Project Term may event that information is or ought to reasonably be extended for a period of time that is equal available to the period of time for which the Compensation Event endured, provided that: the Private Party has used its reasonable endeavours prior to mitigate its losses; the Private Party has used reasonable endeavours to find the financial consequences of the Compensation Event on the Project from other sources and resources, and has been unsuccessful and the compensation payable by the Institution in terms of clause is inadequate to compensate the Private Party deadline for such financial consequences; the Compensation Event and its consequences are both uninsurable, other than as a result of any act or omission of the Private Party and/or its Subcontractors; the Compensation Event prevents the undertaking or performance of all or the majority of the Works or the Operation and Maintenance; and no other compensation of any nature is payable by the Institution. For the avoidance of doubt, nothing in this clause shall impose any duty or obligation on the Institution to supplement or underwrite any revenue losses or costs of the Private Party arising out of a Compensation Event, other than as expressly detailed in this clause 28. If the information notification but is provided after the dates referred to in clause Clause 39.2.2 above, then the Private Party shall not be entitled to any extension of time, compensation, or relief from its obligations under this PPP Agreement in respect of the period for which the information is delayed. If the Parties cannot agree the extent of on any compensation, delay incurred, or relief from the Private Party’s obligations under this PPP Agreement, or the Institution CoT disagrees that a Compensation Event has occurred (or as to its consequences), or that the Private Party is entitled to any relief under this clauseClause 39 [Compensation Events], the Parties shall resolve the matter in accordance with clause 36Fast-track Dispute Resolution in Schedule 21 [Dispute Resolution Procedure].