Defects – Existing Vehicle Fleet Sample Clauses

Defects – Existing Vehicle Fleet. (a) From Financial Close to the commencement of the Shutdown Period, the City agrees (i) to continue to use and operate the Existing Vehicle Fleet in a manner and at service levels consistent with the manner and service levels with which the Existing Vehicle Fleet was used prior to Financial Close, and (ii) to cause the maintenance, repair, refurbishment and replacement of the components of the Existing Vehicle Fleet in accordance with Existing Vehicle Maintenance Standard. (b) As at 9:00 a.m. on the commencement date of the Shutdown Period, the City shall hand over, and Project Co shall assume, full care, custody, control, risk and responsibility for the Existing Vehicle Fleet, including any Defects or Latent Defects in the Existing Vehicle Fleet, and, for greater certainty, notwithstanding that Project Co may be disputing, in accordance with this Section 16.5, that the Existing Vehicle Maintenance Standard has not been observed and complied with by the City. The City shall, concurrent with the hand over, prepare a report summarizing the status of all outstanding Defects in the Existing Vehicle Fleet which have been identified to the City as at that time. (c) Project Co acknowledges having been provided with Background Information relating to, and several opportunities prior to Financial Close to inspect, the Existing Vehicle Fleet. Following Financial Close, and on a monthly basis thereafter until the commencement of the Shutdown Period, the City shall, with reasonable promptness, provide to Project Co (i) written confirmation from the City that the maintenance requirements prescribed in the Existing Vehicle Maintenance Standard have been performed, together with copies of the maintenance records relating to the Existing Vehicle Fleet (collectively, the “Vehicle Maintenance Records”), (ii) the schedule of future dates and proposed major maintenance activities to be performed in connection with the Existing Vehicle Fleet (the “Major Maintenance Schedule”), and (iii) 5 Business Days’ notice and the opportunity to have a competent representative present to observe the planned major maintenance and repair activities relating to the Existing Vehicle Fleet (a “Planned Major Maintenance Activity”). Project Co shall provide to the City written notice of its intention to attend and observe a Planned Major Maintenance Activity and the persons who will be attending and observing such event at least 3 Business Days prior to the applicable date stipulated in the Majo...
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