Common use of LEED Silver Rating Clause in Contracts

LEED Silver Rating. (a) Project Co shall cause the Project to be registered with CaGBC. Project Co shall verify that the Project is registered with CaGBC within 60 days following Financial Close and confirm to the College that Project Co is satisfied that the registration is valid, and is effective as of the date it was made. (b) If there is a change in the requirements for achievement of LEED Silver Rating under the LEED Rating System, and Project Co is required by the CaGBC to comply with such change, then Project Co shall notify the College of such change and such change shall, subject to and in accordance with Schedule 22 – Variation Procedure, result in a Variation. (c) Project Co shall apply to the CaGBC to obtain LEED Silver Rating for the Facility as soon as possible. (d) In the event that LEED Silver Rating is not obtained by 24 months after the Substantial Completion Date, other than as a direct result of any act or omission of the College, any College Party or Government Entity, the College shall be entitled to be paid liquidated damages by Project Co in the amount of $[REDACTED]. The Parties agree that such liquidated damages are not a penalty but represent a genuine and reasonable pre-estimate of the damages that the College will suffer as a result of LEED Silver Rating not being obtained by the date that is 24 months after the Substantial Completion Date and would be difficult or impossible to quantify upon the happening of such event. Such payment shall constitute full and final settlement of any and all damages that may be claimed by the College as a result of a failure by Project Co to achieve LEED Silver Rating and, for greater certainty, a failure by Project Co to achieve LEED Silver Rating shall not result in a Project Co Event of Default. The Parties agree that such liquidated damages shall be payable whether or not the College incurs or mitigates its damages, and that the College shall not have any obligation to mitigate any such damages.

LEED Silver Rating. (a) Project Co shall cause the Project to be registered with CaGBC. Project Co shall verify that the Project is registered with CaGBC within 60 days following Financial Close and confirm to the College HMQ that Project Co is satisfied that the registration is valid, and is effective as of the date it was made. (b) If there is a change in the requirements for achievement of LEED Silver Rating under the LEED Rating System, and Project Co is required by the CaGBC to comply with such change, then Project Co shall notify the College HMQ of such change and such change shall, subject to and in accordance with Schedule 22 – Variation Procedure, result in a Variation. (c) Project Co shall apply to the CaGBC to obtain LEED Silver Rating for the Facility as soon as possible. (d) In the event that LEED Silver Rating is not obtained by 24 months after the Substantial Completion DateMay 31, 2015, other than as a direct result of any act or omission of the CollegeHMQ or any HMQ Party, any College Party or Government Entity, the College HMQ shall be entitled to be paid liquidated damages by Project Co draw on the Warranty Letter of Credit in the amount of $[REDACTED]] of liquidated damages. The Parties agree that such liquidated damages are not a penalty but represent a genuine and reasonable pre-estimate of the damages that the College HMQ will suffer as a result of LEED Silver Rating not being obtained by the date that is 24 months after the Substantial Completion Date May 31, 2015 and would be difficult or impossible to quantify upon the happening of such event. Such payment shall constitute full and final settlement of any and all damages that may be claimed by the College HMQ as a result of a failure by Project Co to achieve LEED Silver Rating and, for greater certainty, a failure by Project Co to achieve LEED Silver Rating shall not result in a Project Co Event of Default. The Parties agree that such liquidated damages HMQ shall be payable entitled to draw on the Warranty Letter of Credit as provided in this Section 22.4(d) whether or not the College HMQ incurs or mitigates its damages, and that the College HMQ shall not have any obligation to mitigate any such damages.

LEED Silver Rating. (a) Project Co shall cause the Project to be registered with CaGBC. Project Co shall verify that the Project is registered with CaGBC within 60 days following Financial Close and confirm to the College CTC that Project Co is satisfied that the registration is valid, and is effective as of the date it was made. (b) If there is a change in the requirements for achievement of LEED Silver Rating under the LEED Rating System, and Project Co is required by the CaGBC to comply with such change, then Project Co shall notify the College CTC of such change and such change shall, subject to and in accordance with Schedule 22 – Variation Procedure, result in a Variation. (c) Project Co shall apply to the CaGBC to obtain LEED Silver Rating for the Facility as soon as possible. (d) In the event that LEED Silver Rating is not obtained by 24 months after the Substantial Completion Date, other than as a direct result of any act or omission of the College, CTC or any College Party or Government EntityCTC Party, the College CTC shall be entitled to be paid liquidated damages by Project Co in the amount of $[REDACTED]. The Parties agree that such liquidated damages are not a penalty but represent a genuine and reasonable pre-estimate of the damages that the College CTC will suffer as a result of LEED Silver Rating not being obtained by the date that is 24 months after the Substantial Completion Date and would be difficult or impossible to quantify upon the happening of such event. Such payment shall constitute full and final settlement of any and all damages that may be claimed by the College CTC as a result of a failure by Project Co to achieve LEED Silver Rating and, for greater certainty, a failure by Project Co to achieve LEED Silver Rating shall not result in a Project Co Event of Default. The Parties agree that such liquidated damages shall be payable whether or not the College CTC incurs or mitigates its damages, and that the College CTC shall not have any obligation to mitigate any such damages.. For clarity, Project Co’s failure to achieve a LEED Silver Rating on any one or more of the Brampton Facility, the Mississauga Facility and the Oakville Facility shall give rise to a CTC right to claim the full amount of

LEED Silver Rating. (a) Project Co shall cause the Project to be registered with CaGBC. Project Co shall verify that the Project is registered with CaGBC within 60 days following Financial Close and confirm to the College that Project Co is satisfied that the registration is valid, and is effective as of the date it was made. (b) If there is a change in the requirements for achievement of LEED Silver Rating under the LEED Rating System, and Project Co is required by the CaGBC to comply with such change, then Project Co shall notify the College of such change and such change shall, subject to and in accordance with Schedule 22 – Variation Procedure, result in a Variation. (c) Project Co shall apply to the CaGBC to obtain LEED Silver Rating for the Facility as soon as possible. (d) In the event that LEED Silver Rating is not obtained by 24 months after the Substantial Completion Date, other than as a direct result of any act or omission of the College, any College Party or Government Entity, the College shall be entitled to be paid liquidated damages by Project Co in the amount of $[REDACTED]. The Parties agree that such liquidated damages are not a penalty but represent a genuine and reasonable pre-estimate of the damages that the College will suffer as a result of LEED Silver Rating not being obtained by the date that is 24 months after the Substantial Completion Date and would be difficult or impossible to quantify upon the happening of such event. Such payment shall constitute full and final settlement of any and all damages that may be claimed by the College as a result of a failure by Project Co to achieve LEED Silver Rating and, for greater certainty, a failure by Project Co to achieve LEED Silver Rating shall not result in a Project Co Event of Default. The Parties agree that such liquidated damages shall be payable whether or not the College incurs or mitigates its damages, and that the College shall not have any obligation to mitigate any such damages.

LEED Silver Rating. (a) Project Co shall cause the Project to be registered with CaGBC. Project Co shall verify that the Project is registered with CaGBC within 60 days following Financial Close and confirm to the College CTC that Project Co is satisfied that the registration is valid, and is effective as of the date it was made. (b) If there is a change in the requirements for achievement of LEED Silver Rating under the LEED Rating System, and Project Co is required by the CaGBC to comply with such change, then Project Co shall notify the College CTC of such change and such change shall, subject to and in accordance with Schedule 22 – Variation Procedure, result in a Variation. (c) Project Co shall apply to the CaGBC to obtain LEED Silver Rating for the Facility as soon as possible. (d) In the event that LEED Silver Rating is not obtained by 24 months after the Substantial Completion Date, other than as a direct result of any act or omission of the College, CTC or any College Party or Government EntityCTC Party, the College CTC shall be entitled to be paid liquidated damages by Project Co in the amount of $[REDACTED]. The Parties agree that such liquidated damages are not a penalty but represent a genuine and reasonable pre-estimate of the damages that the College CTC will suffer as a result of LEED Silver Rating not being obtained by the date that is 24 months after the Substantial Completion Date and would be difficult or impossible to quantify upon the happening of such event. Such payment shall constitute full and final settlement of any and all damages that may be claimed by the College CTC as a result of a failure by Project Co to achieve LEED Silver Rating and, for greater certainty, a failure by Project Co to achieve LEED Silver Rating shall not result in a Project Co Event of Default. The Parties agree that such liquidated damages shall be payable whether or not the College CTC incurs or mitigates its damages, and that the College CTC shall not have any obligation to mitigate any such damages.

LEED Silver Rating. (a) Project Co shall cause HHS has caused the Project to be registered with CaGBC. Project Co shall verify that the Project is registered with CaGBC within 60 days following Financial Close and confirm to the College HHS that Project Co is satisfied that the registration is valid, and is effective as of the date that it was made. (b) If there is a change in the requirements for achievement of LEED Silver Rating under the LEED Rating System, and Project Co is required by the CaGBC to comply with such change, then Project Co shall notify the College HHS of such change and such change shall, subject to and in accordance with Schedule 22 – - Variation Procedure, result in a Variation. (c) Project Co shall apply to the CaGBC to obtain LEED Silver Rating for the Facility as soon as possible. (d) In the event that that: (i) Project Co fails to obtain the Project specific essential LEED credits identified in Section 2.14.2 of Part 2 of Schedule 15 – Output Specifications; or (ii) LEED Silver Rating is not obtained by within 24 months after the Substantial Completion Date, Date other than as a direct result of any act or omission of the CollegeHHS or any HHS Party, any College Party or Government Entity, the College Project Co shall be entitled pay to be paid HHS liquidated damages by Project Co in the amount of $[REDACTED]. The Parties agree that such liquidated damages are not a penalty but represent a genuine and reasonable pre-pre- estimate of the damages that the College HHS will suffer as a result of LEED Silver Rating not being obtained by the date that is 24 months after happening of either of the Substantial Completion Date specified events and would be difficult or impossible to quantify upon the happening of such eventeither of the specified events. Such payment shall constitute full and final settlement of any and all damages that may be claimed by the College HHS as a result of a failure by Project Co to obtain the minimum number of points required pursuant to Section 22.3(d)(i) or to achieve LEED Silver Rating and, for greater certainty, a failure by Project Co to obtain any of the mandatory prerequisites or credits set out in Section 22.1(a) or to achieve LEED Silver Rating shall not result in a Project Co Event of Default. The Parties agree that such liquidated damages shall be payable whether or not the College HHS incurs or mitigates its damages, and that the College HHS shall not have any obligation to mitigate any such damages.