Common use of Giving of Relief and Compensation Clause in Contracts

Giving of Relief and Compensation. In the event that Developer has complied with its obligations under Section 12.2.2 (Procedure for Relief and Compensation), then: 12.2.3.1 in the case of a delay as demonstrated pursuant to Section 12.2.2: (a) the Construction Commencement Deadline; and/or (b) the D&C Work Completion Deadline or (following the D&C Work Completion Deadline) the Long Stop Deadline, shall be extended by such time as shall be reasonable for such a Compensation Event but only to the extent that Developer demonstrates to the Authority by way of Time Impact Analysis (based on the Project Working Schedule mostly recently agreed pursuant to Section 0.3.2 of the General Conditions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the Work, which will impact a Critical Path activity (i.e. would consume all available float and would extend the time required to achieve commencement of Construction Work, or Substantial Completion, Final Acceptance or D&C Work Completion, as applicable); 12.2.3.2 in the case of: (a) Capital Expenditure incurred by Developer at any time; or (b) any other Change in Costs arising prior to Substantial Completion, then, the Authority shall, within twenty (20) Business Days of its receipt of a written demand by Developer (supported by all relevant information), compensate Developer for the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs incurred by Developer or Borrower, as the case may be) that Developer or Borrower, as the case may be, incurs as a direct result of the relevant Compensation Event, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 in the case of any Financing Costs incurred by Developer or Borrower, the Authority shall compensate Developer in accordance with Section 12.2.6 (Financing Costs); 12.2.3.4 to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this Agreement, be deemed to have not occurred; 12.2.3.5 in the case of any Change in Costs that are not the subject of Section 12.2.3.2, the Authority shall compensate Developer in accordance with Article 16 (Financial Model Adjustments) or in such other manner as the Parties may agree (acting reasonably); 12.2.3.6 in the case of any categories of Change in Costs that are subject to Exhibit 24 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 (Extra Work Costs); 12.2.3.7 to the extent that any Developer Default would, but for the occurrence of the Compensation Event, have not occurred, such Developer Default shall, for the purposes of this Agreement, be deemed to have not occurred; and 12.2.3.8 the Authority shall give Developer such relief only from its relevant obligations under this Agreement as is reasonable for such a Compensation Event.

Giving of Relief and Compensation. In the event that Developer the Contractor has complied with its obligations under Section 12.2.2 clause 16.6 (Procedure for Relief and Compensation), then: 12.2.3.1 : in the case of a delay as demonstrated pursuant to Section 12.2.2: (a) delay: the Construction Commencement DeadlineStart on Site Date; and/or (b) and/or the D&C Work Completion Deadline or (relevant Planned ICT Handover Date, the relevant Planned Services Availability Date or, following the D&C Work relevant Planned Services Availability Date, the Longstop Date; [and/or] [the relevant Planned Post Completion Deadline) the Long Stop DeadlineWorks Acceptance Date], shall shall, subject to clause 16.11 (School Terms), be extended postponed by such time as shall be reasonable for such a Compensation Event but only Event, taking into account the likely effect of the delay, in the case of an additional cost being incurred or revenue being lost by the Contractor: in relation to a Site on or before the [later of the] Services Availability Date [and the Post Completion Works Acceptance Date] for that School; or as a result of Capital Expenditure being incurred by the Contractor at any time, the Authority shall compensate the Contractor for the Estimated Change in Project Costs as adjusted to reflect the actual costs reasonably incurred and, in the case of Change in Revenue, without double counting, for revenue actually lost (to the extent that Developer demonstrates to the Authority by way of Time Impact Analysis (based on the Project Working Schedule mostly recently agreed pursuant to Section 0.3.2 of the General Conditionsit could not reasonably have been mitigated) that the relevant Compensation Event will result in an identifiable and measurable disruption to the Work, which will impact a Critical Path activity (i.e. would consume all available float and would extend the time required to achieve commencement of Construction Work, or Substantial Completion, Final Acceptance or D&C Work Completion, as applicable); 12.2.3.2 in the case of: (a) Capital Expenditure incurred by Developer at any time; or (b) any other Change in Costs arising prior to Substantial Completion, then, the Authority shall, within twenty (20) Business Days of its receipt of a written demand by Developer (the Contractor supported by all relevant information), compensate Developer for the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs incurred by Developer or Borrower, as the case may be) that Developer or Borrower, as the case may be, incurs as a direct result of the relevant Compensation Event, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 ; in the case of any Financing a payment of compensation for the Estimated Change in Project Costs and, in the case of Change in Revenue, without double counting, for revenue actually lost that does not result in Capital Expenditure being incurred by Developer or Borrowerthe Contractor referred to in clause 16.7.2.2 but which reflects a change in the costs and/or without double counting, loss of revenue being incurred by the Contractor after the relevant Services Availability Date, the Authority shall compensate Developer the Contractor in accordance with Section 12.2.6 clause 16.10 (Financing Costs); 12.2.3.4 Method of Calculating Compensation) by an adjustment to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this Agreement, be deemed to have not occurred; 12.2.3.5 in the case of any Change in Costs that are not the subject of Section 12.2.3.2, the Authority shall compensate Developer Unitary Charge in accordance with Article 16 clause 73 (Financial Model Adjustments) or in such other manner as the Parties may agree (acting reasonably); 12.2.3.6 in the case of any categories of Change in Costs that are subject to Exhibit 24 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 (Extra Work Costs); 12.2.3.7 to the extent that any Developer Default would, but for the occurrence of the Compensation Event, have not occurred, such Developer Default shall, for the purposes of this Agreement, be deemed to have not occurred; and 12.2.3.8 and/or the Authority shall give Developer the Contractor such relief only from its relevant obligations under this Agreement as is reasonable for such a Compensation Event. Late Provision of Notice or Information In the event that information is provided after the dates referred to in clause 16.6 (Procedure for Relief and Compensation) then the Contractor shall not be entitled to any extension of time, compensation or relief from its obligations under this Agreement in respect of the period for which the relevant information is delayed. Failure to Agree If the Parties cannot agree the extent of any compensation, delay incurred, relief from the Contractor's obligations under this Agreement, or the Authority disagrees that a Compensation Event has occurred (or as to its consequences), or that the Contractor is entitled to relief under this clause 16, the Parties shall resolve the matter in accordance with the Dispute Resolution Procedure.

Giving of Relief and Compensation. In the event that Developer the Development Entity has complied with its obligations under Section 12.2.2 12.2(b) (Procedure for Relief and Compensation), then: 12.2.3.1 (i) in the case of a delay as demonstrated pursuant to Section 12.2.2:12.2(b) (Procedure for Relief and Compensation), (aA) the Construction Commencement Deadline; and/or (b) the D&C Work Completion applicable CNG Readiness Deadline or (following the D&C Work Completion applicable CNG Readiness Deadline) the Long Stop Deadline, ; and/or (B) the Site Completion Deadline; shall be extended by such time as shall be reasonable for such a Compensation Event Event, but only to the extent that Developer the Development Entity demonstrates to the Authority Department by way of Time Impact Analysis (based on the Project Working Schedule mostly most recently agreed pursuant to Section 0.3.2 2 (Project Management Plan) of the General ConditionsTechnical Provisions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the WorkProject Services, which will impact a Critical Path activity (i.e. i.e., would consume all available float and would extend the time required to achieve commencement CNG Readiness or Site Completion (as relevant)) and (following the achievement of Construction WorkCNG Readiness in respect of the first Project Site) the Department shall, upon the actual achievement of CNG Readiness or Substantial CompletionSite Completion in respect of the applicable Project Site, Final Acceptance compensate the Development Entity in an amount equal to the pro rata portion of the Maximum Infrastructure Fee that would have been payable in respect of such Project Site during the period of such time extension, which shall be payable by the Department to the Development Entity in a lump sum within thirty (30) days after the actual achievement of CNG Readiness or D&C Work Completion, as applicable)Site Completion in respect of the applicable Project Site; 12.2.3.2 (ii) in the case of: (aA) Capital Expenditure incurred by Developer the Development Entity at any time; or (bB) any other Change in Costs arising prior to Substantial Completionthe achievement of CNG Readiness in respect of all Project Sites, then, then the Authority Department shall, within twenty (20) Business Days of its receipt of a written demand by Developer the Development Entity (supported by all relevant information), compensate Developer the Development Entity for the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs Capital Expenditure or Change in Costs incurred by Developer or Borrower, as the case may beDevelopment Entity) that Developer or Borrower, as the case may be, Development Entity incurs as a direct result of the relevant Compensation Event, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 in the case of any Financing Costs incurred by Developer or Borrower, the Authority shall compensate Developer in accordance with Section 12.2.6 (Financing Costs); 12.2.3.4 iii) to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this AgreementPPA, be deemed to have not occurred; 12.2.3.5 (iv) in the case of any Change in Costs that are not the subject of Section 12.2.3.212.2(c)(ii), the Authority Department shall compensate Developer in accordance with Article 16 (Financial Model Adjustments) or the Development Entity in such other manner as the Parties may agree (acting reasonably, and on the basis that the Development Entity should be left in no better and no worse position than it would have been if the Compensation Event had not occurred); 12.2.3.6 (v) in the case of any categories of Change in Costs that are subject to Exhibit 24 Schedule 19 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 Schedule 19 (Extra Work Costs); 12.2.3.7 (vi) to the extent that any Developer Development Entity Default or breach of any Project Document would, but for the occurrence of the Compensation Event, have not occurred, such Developer Development Entity Default or breach shall, for the purposes of this AgreementPPA, be deemed to have not occurred; (vii) the Department shall give the Development Entity such relief from its ongoing obligations under this PPA as is reasonable given the nature of both the Compensation Event and the Development Entity’s ongoing obligations (viii) to the extent that the volume of Commercial Sales decreases as a direct result of a Compensation Event, the Guaranteed Commercial Sales Volume shall be equitably adjusted to reflect such decrease in Commercial Sales in a manner to be agreed between the Parties; and 12.2.3.8 (ix) under no circumstances shall the Authority shall give Developer such relief only from its relevant obligations under this Agreement Department pay to the Development Entity any amount in respect of lost revenues, lost profit, opportunity cost or any other compensation in the event that the volume of Commercial Sales decreases as is reasonable for such a result of a Compensation Event.

Giving of Relief and Compensation. In the event that Developer the Development Entity has complied with its obligations under Section 12.2.2 12.2(b) (Procedure for Relief and Compensation), then: 12.2.3.1 (i) in the case of a delay as demonstrated pursuant to Section 12.2.2:12.2(b) (Procedure for Relief and Compensation), (aA) the Construction Commencement Deadline; and/or (b) the D&C Work Completion applicable CNG Readiness Deadline or (following the D&C Work Completion applicable CNG Readiness Deadline) the Long Stop Deadline, ; and/or (B) the Site Completion Deadline; shall be extended by such time as shall be reasonable for such a Compensation Event Event, but only to the extent that Developer the Development Entity demonstrates to the Authority Department by way of Time Impact Analysis (based on the Project Working Schedule mostly most recently agreed pursuant to Section 0.3.2 2 (Project Management Plan) of the General ConditionsTechnical Provisions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the WorkProject Services, which will impact a Critical Path activity (i.e. i.e., would consume all available float and would extend the time required to achieve commencement CNG Readiness or Site Completion (as relevant)) and (following the achievement of Construction WorkCNG Readiness in respect of the first Project Site) the Department shall, upon the actual achievement of CNG Readiness or Substantial CompletionSite Completion in respect of the applicable Project Site, Final Acceptance compensate the Development Entity in an amount equal to the pro rata portion of the Maximum Infrastructure Fee that would have been payable in respect of such Project Site during the period of such time extension, and by which the Department shall pay the Development Entity in a lump sum within thirty (30) days after the actual achievement of CNG Readiness or D&C Work Completion, as applicable)Site Completion in respect of the applicable Project Site; 12.2.3.2 (ii) in the case of: (aA) Capital Expenditure incurred by Developer the Development Entity at any time; or (bB) any other Change in Costs arising prior to Substantial Completionthe achievement of CNG Readiness in respect of all Project Sites, then, then the Authority Department shall, within twenty (20) Business Days of its receipt of a written demand by Developer the Development Entity (supported by all relevant information), compensate Developer the Development Entity for the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs Capital Expenditure or Change in Costs incurred by Developer or Borrower, as the case may beDevelopment Entity) that Developer or Borrower, as the case may be, Development Entity incurs as a direct result of the relevant Compensation Event, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 in the case of any Financing Costs incurred by Developer or Borrower, the Authority shall compensate Developer in accordance with Section 12.2.6 (Financing Costs); 12.2.3.4 iii) to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this AgreementPPA, be deemed to have not occurred; 12.2.3.5 (iv) in the case of any Change in Costs that are not the subject of Section 12.2.3.212.2(c)(ii), the Authority Department shall compensate Developer in accordance with Article 16 (Financial Model Adjustments) or the Development Entity in such other manner as the Parties may agree (acting reasonably, and on the basis that the Development Entity should be left in no better and no worse position than it would have been if the Compensation Event had not occurred); 12.2.3.6 (v) in the case of any categories of Change in Costs that are subject to Exhibit 24 Schedule 19 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 Schedule 19 (Extra Work Costs); 12.2.3.7 (vi) to the extent that any Developer Development Entity Default or breach of any Project Document would, but for the occurrence of the Compensation Event, have not occurred, such Developer Development Entity Default or breach shall, for the purposes of this AgreementPPA, be deemed to have not occurred; (vii) the Department shall give the Development Entity such relief from its ongoing obligations under this PPA as is reasonable given the nature of both the Compensation Event and the Development Entity’s ongoing obligations; and 12.2.3.8 (viii) under no circumstances shall the Authority shall give Developer such relief only from its relevant obligations under this Agreement Department pay to the Development Entity any amount in respect of lost revenues, lost profit, opportunity cost or any other compensation in the event that the volume of Commercial Sales decreases as is reasonable for such a result of a Compensation Event.

Giving of Relief and Compensation. In the event that Developer the Development Entity has complied with its obligations under Section 12.2.2 12.2(b) (Procedure for Relief and Compensation), then: 12.2.3.1 (i) in the case of a delay as demonstrated pursuant to Section 12.2.2:12.2(b) (Procedure for Relief and Compensation): (aA) the Construction Commencement Deadline; and/or (bB) the D&C Work Substantial Project Completion Deadline or (following the D&C Work Substantial Project Completion Deadline) the Long Stop Deadline, shall shall, subject to Section 12.2(g) (Float and Deductible), be extended by such time as shall be reasonable for such a Compensation Event Event, but only to the extent that Developer the Development Entity demonstrates to the Authority Department by way of Time Impact Analysis (based on the Project Working Schedule mostly most recently agreed pursuant to Section 0.3.2 2 (Project Management) of the General ConditionsTechnical Provisions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the Work, which will impact a Critical Path activity (i.e. i.e., would consume all available float and would extend the time required to achieve commencement of Construction Work, Work or achievement of Substantial Project Completion, Final Acceptance or D&C Work Completion, as applicable); 12.2.3.2 (ii) in the case of: (aA) Capital Expenditure incurred by Developer the Development Entity at any time; or (bB) any other Change in Costs arising prior to Substantial Project Completion, then, subject to clause (ix) below, the Authority Department shall, within twenty (20) Business Days of its receipt of a written demand by Developer the Development Entity (supported by all relevant information), compensate Developer the Development Entity for the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs Capital Expenditure or Change in Costs incurred by Developer or Borrower, as the case may beDevelopment Entity) that Developer or Borrower, as the case may be, Development Entity incurs as a direct result of the relevant Compensation Event, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 (iii) in the case of any Financing Costs incurred delay in the receipt by Developer the Development Entity of any Milestone Payment or BorrowerAvailability Payment, the Authority Department shall compensate Developer the Development Entity for its financing costs in accordance with Section 12.2.6 12.2(f) (Financing CostsDelays in Receipt of Availability Payments); 12.2.3.4 (iv) to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this AgreementPPA, be deemed to have not occurred; 12.2.3.5 (v) in the case of any Change in Costs that are not the subject of Section 12.2.3.212.2(c)(ii), the Authority Department shall compensate Developer the Development Entity in accordance with Article 16 (Financial Model Adjustments) or in such other manner as the Parties may agree (acting reasonably); 12.2.3.6 (vi) in the case of any categories of Change in Costs that are subject to Exhibit 24 Schedule 19 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 Schedule 19 (Extra Work Costs); 12.2.3.7 (vii) to the extent that any Developer Development Entity Default or breach of any Project Document would, but for the occurrence of the Compensation Event, have not occurred, such Developer Development Entity Default or breach shall, for the purposes of this AgreementPPA, be deemed to have not occurred; (viii) the Department shall give the Development Entity such relief from its ongoing obligations under this PPA as is reasonable given the nature of both the Compensation Event and the Development Entity’s ongoing obligations; and 12.2.3.8 (ix) in the Authority case of any Change in Costs claimed by the Development Entity in respect of any Compensation Event set out in clause (o) of the definition thereof, the Department shall give Developer such relief only from its relevant obligations under this Agreement as is reasonable not be required to compensate the Development Entity in respect of any Change in Costs other than costs associated with additional pile driving, which shall be compensated at an all-inclusive rate equal to $70 for such a Compensation Eventeach linear foot that the Total Driven Pile Length exceeds the Assumed Driven Pile Length.

Giving of Relief and Compensation. In the event that Developer the Development Entity has complied with its obligations under Section 12.2.2 12.3(b) (Procedure for Relief and Compensation), then: 12.2.3.1 (i) in the case of a delay as demonstrated pursuant to Section 12.2.2: 12.3(b) (a) Procedure for Relief and Compensation), the Construction Commencement Deadline; and/or (b) the D&C Work Project Facility Completion Deadline or (following the D&C Work Project Facility Completion Deadline) the Long Stop Deadline, Deadline shall be extended by such time as shall be reasonable for such a Compensation Event Event, but only to the extent that Developer the Development Entity demonstrates to the Authority Department by way of a Time Impact Analysis (based on the Project Working Schedule mostly most recently agreed pursuant to Section 0.3.2 of the General ConditionsTechnical Provisions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the WorkProject Facility Completion, which will impact a Critical Path activity (i.e. i.e., would consume all available float and would extend the time required to achieve commencement of Construction Work, or Substantial Project Facility Completion, Final Acceptance or D&C Work Completion, as applicable); 12.2.3.2 in the case of:; and (aii) Capital Expenditure incurred by Developer at any time; or (b) any other Change in Costs arising prior to Substantial Completion, then, the Authority shall, within twenty (20) Business Days of its receipt of a written demand by Developer (supported by all relevant information), compensate Developer for the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs incurred by Developer or Borrower, as the case may be) that Developer or Borrower, as the case may be, incurs as a direct result of the relevant Compensation Event, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 in the case of any Financing Change in Costs incurred by Developer or Borrowerthat are not the subject of Section Error! Reference source not found., the Authority Department shall compensate Developer the Development Entity in accordance with Section 12.2.6 such other manner as the Parties may agree (Financing Costsacting reasonably, and on the basis that the Development Entity should be left in no better and no worse position than it would have been if the Compensation Event had not occurred); 12.2.3.4 (iii) to the extent that any Noncompliance Event Development Entity Default or Closure breach of any Project Document would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event Development Entity Default or Closure breach shall, for the purposes of this Agreement, be deemed to have not occurred; 12.2.3.5 in the case of any Change in Costs that are not the subject of Section 12.2.3.2, the Authority shall compensate Developer in accordance with Article 16 (Financial Model Adjustments) or in such other manner as the Parties may agree (acting reasonably); 12.2.3.6 in the case of any categories of Change in Costs that are subject to Exhibit 24 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 (Extra Work Costs); 12.2.3.7 to the extent that any Developer Default would, but for the occurrence of the Compensation Event, have not occurred, such Developer Default shall, for the purposes of this AgreementPPA, be deemed to have not occurred; and 12.2.3.8 (iv) the Authority Department shall give Developer the Development Entity such relief only from its relevant ongoing obligations under this Agreement PPA as is reasonable for such a given the nature of both the Compensation EventEvent and the Development Entity’s ongoing obligations.

Giving of Relief and Compensation. In the event that Developer the Contractor has complied with its obligations under Section 12.2.2 clause 16.6 (Procedure for Relief and Compensation), then:): 12.2.3.1 16.7.1 in the case of a delay as demonstrated pursuant to Section 12.2.2: (a) delay, the Construction relevant Start on Site Date or Planned Services Commencement Deadline; and/or (b) the D&C Work Completion Deadline or (Date or, following the D&C Work Completion Deadline) relevant Planned Services Commencement Date, the relevant Long Stop DeadlineDate, shall be extended postponed by such time as shall be reasonable for such a Compensation Event but only to Event, taking into account the extent that Developer demonstrates to the Authority by way likely effect of Time Impact Analysis (based on the Project Working Schedule mostly recently agreed pursuant to Section 0.3.2 of the General Conditions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the Work, which will impact a Critical Path activity (i.e. would consume all available float and would extend the time required to achieve commencement of Construction Work, or Substantial Completion, Final Acceptance or D&C Work Completion, as applicable)delay; 12.2.3.2 16.7.2 in the case of:of an additional cost being incurred or revenue being lost by the Contractor (including loss of Rents and/or Service Charges payable to the Landlord) but excluding any lost revenue or costs relating to a delay in completion of the Works resulting from the Compensation Event referred to in limb (d) of that definition): (a) Capital Expenditure incurred by Developer at any timein relation to a Phase, on or before the Planned Services Commencement Date for that Phase; or (b) as a result of Capital Expenditure being incurred by the Contractor at any other Change in Costs arising prior to Substantial Completion, thentime, the Authority shallshall compensate the Contractor for the actual Estimated Change in Project Costs as adjusted to reflect the actual costs reasonably incurred and without double counting, for revenue (including loss of Rents and/or Service Charges payable to the Landlord) actually lost (to the extent it could not reasonably have been mitigated), within twenty (20) Business Days of its receipt of a written demand by Developer (the Contractor supported by all relevant information), compensate Developer for ; 16.7.3 Save in the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs incurred by Developer or Borrower, as the case may be) that Developer or Borrower, as the case may be, incurs as a direct result respect of the relevant Compensation EventEvent referred to in limb (d) of that definition, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 in the case of any Financing a payment of compensation for the Estimated Change in Project Costs and/or without double counting, loss of revenue (including loss of Rents and Service Charges payable to the Landlord) that does not result in Capital Expenditure being incurred by Developer or Borrowerthe Contractor referred to in clause 16.7 (Giving of Relief and Compensation) but which reflects a change in the costs and/or, without double counting, loss of revenue being incurred by the Contractor after a Planned Services Commencement Date, the Authority shall compensate Developer the Contractor in accordance with Section 12.2.6 clause 16.10 (Financing Costs); 12.2.3.4 Method of Calculating Compensation) by an adjustment to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this Agreement, be deemed to have not occurred; 12.2.3.5 in the case of any Change in Costs that are not the subject of Section 12.2.3.2, the Authority shall compensate Developer Unitary Charge in accordance with Article 16 clause 65 (Financial Model Adjustments) or in such other manner as the Parties may agree (acting reasonably);; and/or 12.2.3.6 in the case of any categories of Change in Costs that are subject to Exhibit 24 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 (Extra Work Costs); 12.2.3.7 to the extent that any Developer Default would, but for the occurrence of the Compensation Event, have not occurred, such Developer Default shall, for the purposes of this Agreement, be deemed to have not occurred; and 12.2.3.8 16.7.4 the Authority shall give Developer the Contractor such relief only from its relevant obligations under this Agreement as is reasonable for such a Compensation Event.

Giving of Relief and Compensation. In the event that Developer the Contractor has complied with its obligations under Section 12.2.2 clause 16.6 (Procedure for Relief and Compensation), then:): 12.2.3.1 16.7.1 in the case of a delay as demonstrated pursuant to Section 12.2.2: (a) delay, the Construction relevant Start on Site Date or Planned Services Commencement Deadline; and/or (b) the D&C Work Completion Deadline or (Date or, following the D&C Work Completion Deadline) relevant Planned Services Commencement Date, the relevant Long Stop DeadlineDate, shall be extended postponed by such time as shall be reasonable for such a Compensation Event but only to Event, taking into account the extent that Developer demonstrates to the Authority by way likely effect of Time Impact Analysis (based on the Project Working Schedule mostly recently agreed pursuant to Section 0.3.2 of the General Conditions) that the relevant Compensation Event will result in an identifiable and measurable disruption to the Work, which will impact a Critical Path activity (i.e. would consume all available float and would extend the time required to achieve commencement of Construction Work, or Substantial Completion, Final Acceptance or D&C Work Completion, as applicable)delay; 12.2.3.2 16.7.2 in the case of:of an additional cost being incurred or revenue being lost by the Contractor (including loss of Rents and/or Service Charges payable to the Landlord) but excluding any lost revenue or costs relating to a delay in completion of the Works resulting from the Compensation Event referred to in limb (d) of that definition): (a) Capital Expenditure incurred by Developer at any timein relation to a Phase, on or before the Planned Services Commencement Date for that Phase; oror‌ (b) as a result of Capital Expenditure being incurred by the Contractor at any other time,‌ the Authority shall compensate the Contractor for the actual Estimated Change in Project Costs arising prior as adjusted to Substantial Completionreflect the actual costs reasonably incurred and without double counting, then, for revenue (including loss of Rents and/or Service Charges payable to the Authority shallLandlord) actually lost (to the extent it could not reasonably have been mitigated), within twenty (20) Business Days of its receipt of a written demand by Developer (the Contractor supported by all relevant information), compensate Developer for ; 16.7.3 Save in the relevant Capital Expenditure or Change in Costs (each as adjusted to reflect the actual costs incurred by Developer or Borrower, as the case may be) that Developer or Borrower, as the case may be, incurs as a direct result respect of the relevant Compensation EventEvent referred to in limb (d) of that definition, provided that if the Authority agrees to make a one-off lump-sum payment in respect of Capital Expenditure to be incurred in the future, such payment shall be equal to the net present value of all future Capital Expenditure, with the then applicable yield on two- year U.S. Treasury bonds to be used as the discount rate; 12.2.3.3 in the case of any Financing a payment of compensation for the Estimated Change in Project Costs and/or without double counting, loss of revenue (including loss of Rents and Service Charges payable to the Landlord) that does not result in Capital Expenditure being incurred by Developer or Borrowerthe Contractor referred to in clause 16.7 (Giving of Relief and Compensation) but which reflects a change in the costs and/or, without double counting, loss of revenue being incurred by the Contractor after a Planned Services Commencement Date, the Authority shall compensate Developer the Contractor in accordance with Section 12.2.6 clause 16.10 (Financing Costs); 12.2.3.4 Method of Calculating Compensation) by an adjustment to the extent that any Noncompliance Event or Closure would, but for the occurrence of the Compensation Event, have not occurred, such Noncompliance Event or Closure shall, for the purposes of this Agreement, be deemed to have not occurred; 12.2.3.5 in the case of any Change in Costs that are not the subject of Section 12.2.3.2, the Authority shall compensate Developer Unitary Charge in accordance with Article 16 clause 65 (Financial Model Adjustments) or in such other manner as the Parties may agree (acting reasonably);; and/or 12.2.3.6 in the case of any categories of Change in Costs that are subject to Exhibit 24 (Extra Work Costs), such Change in Costs shall be calculated in accordance with Exhibit 24 (Extra Work Costs); 12.2.3.7 to the extent that any Developer Default would, but for the occurrence of the Compensation Event, have not occurred, such Developer Default shall, for the purposes of this Agreement, be deemed to have not occurred; and 12.2.3.8 16.7.4 the Authority shall give Developer the Contractor such relief only from its relevant obligations under this Agreement as is reasonable for such a Compensation Event.