Common use of Final Acceptance Certificate Clause in Contracts

Final Acceptance Certificate. When Contractor considers that the criteria for Final Acceptance for the Facility have been met, Contractor shall so notify Owner in writing by delivering to Owner a Final Acceptance Certificate. Within five (5) Business Days after Owner’s receipt of the Final Acceptance Certificate, Owner shall either (i) notify Contractor that Final Acceptance has been achieved and execute the Final Acceptance Certificate noting that the Final Acceptance Date is the date on which Owner received the Final Acceptance Certificate, or (ii) notify Contractor that Final Acceptance has not been achieved and provide a detailed explanation of the reasons therefor, except that if Owner requires additional time for review, then Owner shall provide Contractor written notice of the need for such additional time during the five (5) Business Day period recited above, and, if Owner subsequently rejects the Final Acceptance Certificate, then the Contractor may request a Change Order for a day for day adjustment to the Project Schedule for each day after the fifth (5th) Business Day until the day on which the Owner issues the rejection of the Final Acceptance Certificate. Owner shall in all events diligently cooperate with respect to Contractor’s ongoing performance of Work scheduled, if any, during the pendency of Owner’s review of the Final Acceptance Certificate. In the event Owner rejects a Final Acceptance Certificate delivered by Contractor, the Parties shall thereupon promptly and in good xxxxx xxxxxx and make all reasonable efforts to resolve the applicable issue. If such issue is not resolved within five (5) Business Days of the delivery by Owner of its notice of rejection to Contractor, the Parties shall refer the matter for determination in accordance with the dispute resolution provisions of Section 16.3. If Owner’s rejection is a result of identified defects or deficiencies in the Work, Contractor shall correct such defects or deficiencies and/or perform such Work and the foregoing notice procedure shall be repeated until the requirements for Final Acceptance have been met.

Final Acceptance Certificate. When Contractor Subcontractor considers that the criteria for Final Acceptance for the Facility have been metmet other than Contractor’s countersignature of the Final Acceptance Certificate, Contractor Subcontractor shall so notify Owner Contractor in writing by delivering to Owner Contractor a Final Acceptance Certificate. Within five ten (510) Business Days after OwnerContractor’s receipt of the Final Acceptance Certificate, Owner Contractor shall either (i) notify Contractor Subcontractor that Final Acceptance has been achieved and execute the Final Acceptance Certificate noting that the Final Acceptance Date is the date on which Owner Contractor received the Final Acceptance Certificate, or (ii) notify Contractor Subcontractor that Final Acceptance has not been achieved and provide a detailed explanation of the reasons therefor, except that if Owner Contractor requires additional time for review, then Owner Contractor shall provide Contractor Subcontractor written notice of the need for such additional time during the five ten (510) Business Day period recited above, and, if Owner subsequently rejects and the Final Acceptance Certificate, then Subcontractor shall grant the Contractor may request a Change Order the additional time required by Contractor for a day for day adjustment such review but in no event is Subcontractor required to the Project Schedule for each day after the fifth grant more than an additional five (5th5) Business Day until the day on which the Owner issues the rejection of the Final Acceptance Certificate. Owner shall in all events diligently cooperate with respect to Contractor’s ongoing performance of Work scheduled, if any, during the pendency of Owner’s review of the Final Acceptance CertificateDays for such review. In the event Owner Contractor rejects a Final Acceptance Certificate delivered by ContractorSubcontractor, the Parties shall thereupon promptly and in good xxxxx xxxxxx and make all reasonable efforts to resolve the applicable issue. If such issue is not resolved within five (5) Business Days of the delivery by Owner of its notice of rejection to Contractor, the Parties shall refer the matter for determination in accordance with the dispute resolution provisions of Section 16.3. If Owner’s rejection is a result of identified defects or deficiencies in the Work, Contractor Subcontractor shall correct such defects or deficiencies and/or perform such Work Work, and the foregoing notice procedure shall be repeated until the requirements for Final Acceptance have been met. Delay Damages. Subject to (i) Section 12.4, (ii) any revised Guaranteed Mechanical Completion Date or revised Guaranteed Substantial Completion Date, (iii) any Force Majeure Event, (iv) Contractor Caused Delays, (v) delays from the Utility, (vi) delays as a result of Governmental Approval, and (vii) Work disputes causing delays in Subcontractor’s performance of the Work not caused directly or indirectly by Subcontractor (“Excused Delays”), in the event [a) Mechanical Completion has not occurred on or before the Guaranteed Mechanical Completion Date or (b) Substantial Completion for the Facility has not occurred on or before the Guaranteed Substantial Completion Date], then, as Contractor’s sole and exclusive remedy for Subcontractor’s failure to achieve Mechanical Completion or Substantial Completion by the Guaranteed Mechanical Completion Date or the Guaranteed Substantial Completion Date (as applicable), Subcontractor shall pay to Contractor as liquidated damages and not as a penalty, an amount equal to [____]10 per MW DC per day for each day after [(x) the applicable Guaranteed Mechanical Completion Date until the Mechanical Completion Date or ](y) the applicable Guaranteed Substantial Completion Date until the Substantial Completion Date for such Facility, or the Delay Liquidated Damages are equal to [ ] of the Contract Price (on the Effective Date) as set forth in Section [ ] (the “Delay Damages”). 11 If Mechanical Completion has not occurred on or before the Guaranteed Mechanical Completion Date, Delay Damages shall begin to accrue, but will not be immediately due, as set forth above; however, Contractor will not require Subcontractor’s payment of such Delay Damages if Substantial Completion for the Facility occurs on or before the Guaranteed Substantial Completion Date.

Final Acceptance Certificate. When Contractor considers that the criteria for Final Acceptance for the Facility have has been met, Contractor shall so notify Owner in writing by delivering to Owner a Final Acceptance Certificate. Within five ten (510) Business Days after Owner’s receipt of the Final Acceptance Certificate, Owner shall either (i) notify Contractor that Final Acceptance has been achieved and execute the Final Acceptance Certificate noting that the Final Acceptance Date is the date on which Owner received the Final Acceptance Certificate, or (ii) notify Contractor that Final Acceptance has not been achieved and provide a detailed explanation of the reasons therefor, except that if Owner requires additional time for review, then Owner shall provide Contractor written notice of the need for such additional time during the five ten (510) Business Day period recited above, andand the Contractor shall grant the Owner the additional time required by Owner for such review. If Owner fails to accept or reject a properly tendered Final Acceptance Certificate within the initial 10-Business Day period after submission or resubmission of the Final Acceptance Certificate by Contractor, if if, and only if, Owner subsequently rejects thereafter accepts the initial properly tendered Final Acceptance Certificate, then the Contractor may request will be entitled to a Change Order for a day for day adjustment to the Project Schedule for each day after the fifth (5th) Business Day until the day on which the Owner issues the rejection of extending the Final Acceptance Certificate. Owner shall in all events diligently cooperate with respect to Contractor’s ongoing performance Date by the number of Work scheduled, if any, during the pendency of days that Owner’s review of response was delayed beyond the Final Acceptance Certificate10-Business Day period. In the event Owner rejects a Final Acceptance Certificate delivered by Contractor, the Parties shall thereupon promptly and in good xxxxx xxxxxx and make all reasonable efforts to resolve the applicable issue. If such issue is not resolved within five (5) Business Days of the delivery by Owner of its notice of rejection to Contractor, the Parties shall refer the matter for determination in accordance with the dispute resolution provisions of Section 16.3. If Owner’s rejection is a result of identified defects or deficiencies in the Work, Contractor shall correct such defects or deficiencies and/or perform such Work and the foregoing notice procedure shall be repeated until the requirements for Final Acceptance have been metmet but the Final Acceptance Date shall not be extended unless otherwise agreed by Owner and Contractor.