Common use of CONSEQUENCES OF QUALIFYING CHANGE IN LAW Clause in Contracts

CONSEQUENCES OF QUALIFYING CHANGE IN LAW. 12.1.1 If a Qualifying Change in Law occurs, then within 90 (Ninety) Days of its occurrence either Party may notify the other expressing its opinion on its likely effects, giving details of its opinion of: (a) any necessary change in the O&M or in the Services to be performed; (b) whether any changes are required to the terms of this Agreement to deal with such Qualifying Change in Law; (c) whether relief from compliance with obligations is required, including the obligation of the Operator to meet the KPIs, on occurrence of any relevant Qualifying Change in Law; (d) any increase in costs or delay that will result from the Qualifying Change in Law; (e) any capital expenditure that is required or no longer required as a result of a Qualifying Change in Law taking effect during the Services Period; and (f) in each case giving in full detail the procedure for implementing the change in the O&M or in performance of the Services. A Party suffering from a Qualifying Change in Law shall not be entitled to claim any relief under this Article 12.1 unless it has served the notice within the time period set out above. 12.1.2 As soon as practicable after receipt of any notice from either Party under Article 12.1.1 above, the Parties shall discuss and attempt to agree the issues referred therein and any ways in which the Operator can mitigate the effect of the Qualifying Change in Law, including: (a) providing evidence that the Operator has used reasonable endeavors to minimize any increase in costs and maximize any reduction in costs; (b) demonstrating to the Authority that the Qualifying Change in Law is the direct and primary cause of the increase in costs and/or delay and the estimated increase in costs or delay could not reasonably be expected to be mitigated or recovered by the Operator; and (c) demonstrating that any expenditure which was anticipated to be incurred to replace or maintain assets that have been affected by the Qualifying Change in Law, has been taken into account in the amount stated in its opinion presented under Article 12. 12.1.3 If the Parties have complied with Articles 12.1.1 and 12.1.2 and the Parties mutually agree or it is determined by the Independent Expert or Independent Auditor in accordance with Article 18.1.2 that the Operator is required to incur additional capital expenditure or the Operator has suffered any increase in costs due to a Qualifying Change in Law, then the Operator shall (subject to the provisions of this Article 12.1) be entitled to receive compensation from the Authority either by way of a lump-sum payment or by any other means that the Parties mutually agree. 12.1.4 The quantum of relief (whether extension of time or compensation) that the Operator shall be entitled to under Article

CONSEQUENCES OF QUALIFYING CHANGE IN LAW. 12.1.1 If a Qualifying Change in Law occurs, then within 90 (Ninety) Days of its occurrence either Party may notify the other expressing its opinion on its likely effects, giving details of its opinion of: (a) any necessary change in the O&M or in the Services to be performed; (b) whether any changes are required to the terms of this Agreement to deal with such Qualifying Change in Law; (c) whether relief from compliance with obligations is required, including the obligation of the Operator to meet the KPIs, on occurrence of any relevant Qualifying Change in Law; (d) any increase in costs or delay that will result from the Qualifying Change in Law; (e) any capital expenditure that is required or no longer required as a result of a Qualifying Change in Law taking effect during the Services Period; and (f) in each case giving in full detail the procedure for implementing the change in the O&M or in performance of the Services. A Party suffering from a Qualifying Change in Law shall not be entitled to claim any relief under this Article 12.1 unless it has served the notice within the time period set out above. 12.1.2 As soon as practicable after receipt of any notice from either Party under Article 12.1.1 above, the Parties shall discuss and attempt to agree the issues referred therein and any ways in which the Operator can mitigate the effect of the Qualifying Change in Law, including: (a) providing evidence that the Operator has used reasonable endeavors to minimize any increase in costs and maximize any reduction in costs; (b) demonstrating to the Authority that the Qualifying Change in Law is the direct and primary cause of the increase in costs and/or delay and the estimated increase in costs or delay could not reasonably be expected to be mitigated or recovered by the Operator; and (c) demonstrating that any expenditure which was anticipated to be incurred to replace or maintain assets that have been affected by the Qualifying Change in Law, has been taken into account in the amount stated in its opinion presented under Article 1212.1.1. 12.1.3 If the Parties have complied with Articles 12.1.1 and 12.1.2 and the Parties mutually agree or it is determined by the Independent Expert or Independent Auditor in accordance with Article 18.1.2 that the Operator is required to incur additional capital expenditure or the Operator has suffered any increase in costs due to a Qualifying Change in Law, then the Operator shall (subject to the provisions of this Article 12.1) be entitled to receive compensation from the Authority either by way of a lump-sum payment or by any other means that the Parties mutually agree. 12.1.4 The quantum of relief (whether extension of time or compensation) that the Operator shall be entitled to under Article

CONSEQUENCES OF QUALIFYING CHANGE IN LAW. ‌‌ 12.1.1 If a Qualifying Change in Law occurs, then within 90 (Ninety) Days of its occurrence either Party may notify the other expressing its opinion on its likely effects, giving details of its opinion of: (a) any necessary change in the O&M or in the Services to be performed; (b) whether any changes are required to the terms of this Agreement to deal with such Qualifying Change in Law; (c) whether relief from compliance with obligations is required, including the obligation of the Operator to meet the KPIs, on occurrence of any relevant Qualifying Change in Law; (d) any increase in costs or delay that will result from the Qualifying Change in Law; (e) any capital expenditure that is required or no longer required as a result of a Qualifying Change in Law taking effect during the Services Period; and (f) in each case giving in full detail the procedure for implementing the change in the O&M or in performance of the Services. A Party suffering from a Qualifying Change in Law shall not be entitled to claim any relief under this Article 12.1 unless it has served the notice within the time period set out above. 12.1.2 As soon as practicable after receipt of any notice from either Party under Article 12.1.1 above, the Parties shall discuss and attempt to agree the issues referred therein and any ways in which the Operator can mitigate the effect of the Qualifying Change in Law, including: (a) providing evidence that the Operator has used reasonable endeavors to minimize any increase in costs and maximize any reduction in costs; (b) demonstrating to the Authority that the Qualifying Change in Law is the direct and primary cause of the increase in costs and/or delay and the estimated increase in costs or delay could not reasonably be expected to be mitigated or recovered by the Operator; and (c) demonstrating that any expenditure which was anticipated to be incurred to replace or maintain assets that have been affected by the Qualifying Change in Law, has been taken into account in the amount stated in its opinion presented under Article 12. 12.1.3 If the Parties have complied with Articles 12.1.1 and 12.1.2 and the Parties mutually agree or it is determined by the Independent Expert or Independent Auditor in accordance with Article 18.1.2 that the Operator is required to incur additional capital expenditure or the Operator has suffered any increase in costs due to a Qualifying Change in Law, then the Operator shall (subject to the provisions of this Article 12.1) be entitled to receive compensation from the Authority either by way of a lump-sum payment or by any other means that the Parties mutually agree. 12.1.4 The quantum of relief (whether extension of time or compensation) that the Operator shall be entitled to under Article

CONSEQUENCES OF QUALIFYING CHANGE IN LAW. 12.1.1 15.1.1. If a Qualifying Change in Law occursoccurs or is shortly to occur, then within 90 (Ninety) Days of its occurrence either a Party may notify the other Parties expressing its opinion on its the likely effectseffects of the Qualifying Change in Law, giving details of its opinion ofon whether: (a) a. any necessary change in is required to the O&M or in the Services scope of work to be performedperformed by the Concessionaire; (b) whether b. any changes are change is required to the terms of this Agreement to deal with such Qualifying Change in Law; (c) whether c. relief from compliance with any obligations is required, including the obligation of the Operator Concessionaire to meet achieve the KPIsProject COD, on occurrence as the case may be, or to comply with the standards set out at Schedule 3 during the implementation of any relevant Qualifying Change in Law; (d) d. any increase in costs (other than incurring additional capital expenditure), or any loss of operatingcash flow or delay that will result is likely toresult from the Qualifying Change in Law;; and (e) e. any capital expenditure that is required or no longer required as a result of a Qualifying Change in Law taking effect during the Services Period; and (f) in each case giving in full detail the procedure for implementing the change in the O&M or in performance of the Services. A Party suffering from a Qualifying Change in Law shall not be entitled to claim any relief under this Article 12.1 unless it has served the notice within the time period set out aboveLaw. 12.1.2 15.1.2. As soon as practicable but no later than 15 Days after receipt of any notice from either a Party under Article 12.1.1 aboveClause 15.1.1, the Parties shall discuss and attempt to agree the issues referred to therein and any ways in which the Operator Concessionaire can mitigate the effect of the Qualifying Change in Law, including: (a) a. providing evidence that the Operator Concessionaire has used reasonable endeavors made best endeavours (including, where practicable, the use of competitive quotes) to oblige the Concessionaire Related Parties to minimize any increase in costs and maximize any reduction in costs; (b) b. demonstrating how any capital expenditure to be incurred or avoided is being measured in a cost effective manner, including showing that when such expenditure is incurred or would have been incurred, foreseeable Changes in Law at that time have been taken into account by the Concessionaire; c. giving evidence as to how the Qualifying Change in Law has affected prices charged by similar businesses to the Project, including similar businesses in which the Shareholders or their Associates carry on business; d. demonstrating to the Authority that the Qualifying Change in Law is the direct and primary cause of the increase in costs and/or loss of revenue or delay and the estimated increase in costs or delay loss in operating cash flows could not reasonably be expected to be mitigated or recovered by the OperatorConcessionaire acting in accordance with Good Industry Practice; and (c) e. demonstrating that any expenditure expenditure, which was anticipated to be incurred to replace or maintain assets that have been affected by the Qualifying Change in Law, has been taken into account in the amount stated in its opinion notice presented under Article 12Clause 15.1.1(a). 12.1.3 15.1.3. If the Parties have complied with Articles 12.1.1 and 12.1.2 Clause 15.1.2 and the Parties mutually agree or it is determined by the Independent Expert or Independent Auditor in accordance with Article 18.1.2 Clause 21 that the Operator Concessionaire is required to incur additional capital expenditure or the Operator has suffered any increase in costs due to a Qualifying Change in LawLaw that is in excess of Rs. [●](10% of the total capital expenditure as Threshold Limit), then the Operator Concessionaire shall (subject make best endeavours to obtain funding for such capital expenditure on terms reasonably satisfactory to it. The Authority shall bear interest and associated costs incurred above the Threshold Limit to obtain such funding. The Concessionaire shall bear all additional capital expenditure and/or interest and additional costs incurred to obtain any funding to the provisions extent of this Article 12.1) be entitled to receive compensation from the Authority either by way of a lump-sum payment or by any other means that the Parties mutually agreeThreshold Limit. 12.1.4 The quantum of relief (whether extension of time or compensation) that the Operator shall be entitled to under Article

CONSEQUENCES OF QUALIFYING CHANGE IN LAW. 12.1.1 13.1.1 If a Qualifying Change in Law occurs, then within 90 (Ninety) Days of its occurrence either Party may notify the other expressing its opinion on its likely effects, giving details of its opinion of: (a) any Any necessary change in the O&M or in the Services Works to be performed;. (b) whether Whether any changes are required to the terms of this Agreement Contract to deal with such Qualifying Change in Law;. (c) whether Whether relief from compliance with obligations is required, including the obligation of the Operator Concessionaire to meet the KPIs, on occurrence of any relevant Qualifying Change in Law;. (d) any Any increase in costs or delay that will result from the Qualifying Change in Law;. (e) any capital expenditure Any Work that is required or no longer required as a result of a Qualifying Change in Law taking effect during the Services Contract Period; and. (f) in In each case giving given in full detail the procedure for implementing the change in the O&M or in performance of the Services. Works. 13.1.2 A Party suffering from a Qualifying Change in Law shall not be entitled to claim any relief under this Article 12.1 13.1 unless it has served the notice within the time period set out in Article 13.1.1 above. 12.1.2 13.1.3 As soon as practicable after receipt of any notice from either Party under Article 12.1.1 13.1.1 above, the Parties shall discuss and attempt to agree the issues referred therein and any ways in which the Operator Concessionaire can mitigate the effect of the Qualifying Change in Law, including: (a) providing Providing evidence that the Operator Concessionaire has used reasonable endeavors to minimize any increase in costs and maximize any reduction in costs;. (b) demonstrating Demonstrating to the Authority Implementing Agency that the Qualifying Change in Law is the direct and primary cause of the increase in costs and/or delay and the estimated increase in costs or delay could not reasonably be expected to be mitigated or recovered by the Operator; andConcessionaire. (c) demonstrating Demonstrating that any expenditure expenditure, which was anticipated to be incurred to replace or maintain assets that have been affected by the Qualifying Change in Law, has been taken into account in the amount stated in its opinion presented under Article 1213.1.1 above. 12.1.3 13.1.4 If the Parties have complied with Articles 12.1.1 13.1.1 and 12.1.2 13.1.2 above and the Parties mutually agree or it is determined by the Independent Expert or Independent Auditor in accordance with Article 18.1.2 that the Operator Concessionaire is required to incur additional capital expenditure or the Operator Concessionaire has suffered any increase in costs due to a Qualifying Change in Law, then the Operator Concessionaire shall (subject to the provisions of this Article 12.113.1) be entitled to receive compensation from the Authority Primary Implementing Agency either by way of a lump-sum payment or by any other means that the Parties mutually agree. 12.1.4 13.1.5 The quantum of relief (whether extension of time or compensation) that the Operator Concessionaire shall be entitled to under ArticleArticle 13.1.4 above shall be as agreed by the Parties or as determined by the steering committee provided always that: (a) The Concessionaire shall bear any increased cost or loss of net profit after tax, up to the Threshold Limit; and (b) The Concessionaire shall only be entitled to relief that is reasonable for such Qualifying Change in Law.