Material Term Description. Variation The City has the right from time to time to prepare and require Project Co to carry out and implement a variation. A variation is an addition, reduction, substitution, omission, modification, deletion, removal or other change to the whole or any part of the works, the Highway 417 works or the maintenance services. Variations are mitigated by performing continued due diligence and thoroughly planning any work/modifications prior to financial close. A variation may arise from a dispute resolution and may impact payments such as a milestone payment or the monthly service payments. Where the City proposes a variation, Project Co will deliver an estimate of its cost implications, steps to implement, impact on schedule, impact on the performance of its obligations, impact on its financing arrangements and other relevant matters for consideration by the City. Project Co may object to a variation requested by the City on grounds including that it would have a material and adverse impact on the performance of its obligations, result in a change to the essential nature of the system, infringe applicable laws or result in the revocation of existing or an unobtainable requirement for new permits, licenses or approvals. Project Co may also propose variations for consideration by the City in its discretion. If accepted, a process similar to that described above would apply.
Material Term Description. Project Scope The Project Agreement for the Confederation Line Project defines the project scope as follows, including, but not limited to, the following examples, in accordance with prescribed specifications: • the design, construction, installation, testing, commissioning and completion of extensions to the existing Confederation Line, including: o extensions west from the Xxxxxx’x Pasture station to the Baseline and Moodie stations; and o an extension east from the Xxxxx station to the Trim station, together with certain other works in relation thereto. The Confederation Line East Extension will expand the Stage 1 system of the Confederation Line from its present terminus at Xxxxx Station to the proposed Trim Road Station. This portion of the Project includes the following: • Approximately 12.5 km of new LRT track from Xxxxx Road to Trim Road. • 5 new stations at the Montreal Road, Xxxxxx d’Arc, Orleans Boulevard, Place d’Orléans, and Trim Road locations. • Protection for future stations at Gloucester High School, Orléans Town Centre and Tenth Line Road • the following new Structures: o A new bridge structure to carry the LRT from the north side of OR 174 to the median, east of Xxxxx Road; o A new bridge structure for the Montreal Road Station in OR 174 median above Montreal Road; o Replacement of both OR 174 road bridge structures at Montreal Road; and o Culvert replacements/rehabilitations along OR 174 and ramps • The following Roadwork: o Widening of OR 174 at Montreal Road to accommodate new Montreal Road Station structure in median; o Reconfiguration of OR 000/Xxxxxxxx Xxxx interchange ramps to accommodate widening; o Reconfiguration of westbound ramps at Xxxxxx d’Arc Boulevard to accommodate station entrance requirements; and o Widening of the OR 174 median from east of Xxxxx Road to east of Montreal Road to accommodate median LRT as well as some localized median widening at some station locations The Confederation Line West extension will expand the Stage 1 system from its present terminus at Xxxxxx’x Pasture Station west to Moodie Station and Baseline Station. This portion of the Project includes the following: • Approximately 14.5 km of new LRT track overall; with approximately 12.0 km of new LRT track from Xxxxxx’x Pasture Station to Moodie Station; and an additional 2.5 km of new LRT track to Baseline Station. • 11 new Stations at Westboro, Dominion, Xxxxxx, New Orchard, Lincoln Fields, Queensview, Pinecrest, Bayshore, Xxxxxx, Xxxx, and Basel...
Material Term Description. Term The earlier of 18 months from the OLRT project substantial completion date and December 31, 2019. Future Amendment The City is to submit amended financial information for approval by the Ministry: (i) within 30 days of entering into the OLRT project agreement; and (ii) within 30 days of entering into a contribution agreement with the Federal government. If approved by the Ministry, in its sole discretion, the Contribution Agreement would be amended accordingly. Contribution Amount / Calculation A maximum contribution of $600 million will be made by the Ministry. The Ministry will provide funds (i) with respect to the OLRT project agreement, on an instalment basis; and (ii) with respect to general Eligible Costs (as set out in the Contribution Agreement) on an invoice basis. Obligation of Recipient City is responsible for: complete, diligent, timely, and on budget OLRT project implementation; any cost overruns; and operation, maintenance and repair for full lifecycle of infrastructure. Other Funding Other funding for the OLRT project must be disclosed to the Ministry, which can recover (or reduce its subsequent contributions by a similar amount): (i) any funding provided to the City over the Ministry’s maximum contribution (excluding Gas Tax amounts); (ii) any amounts received by the City over 100% of Eligible Costs; and (iii) any funds used for ineligible costs, as set out in the Contribution Agreement.
Material Term Description. Highway Improvements The City shall complete highway improvements from Xxxxxxxx to Xxxxx Road in compliance with the design, specifications and standards prepared by the Ministry. The City will also modify certain ramps and widen Highway 417 to enable the City to use the new lanes for certain transit priority works, and will bear such costs. Traffic Management Plan The City shall prepare a plan for traffic management prior to construction of the 417 work in accordance with applicable Ministry manuals, standards and procedures. The City shall be fully responsible for traffic control and safety during construction of the highway improvements. Ministry Permits Upon satisfaction of the requirements by the City including: (i) acquiring an insurance policy; (ii) providing financial cost and construction schedule details; and (iii) complying with applicable provisions of the Highway Agreement, the Ministry shall issue permits which the City requires to construct on the 417 lands. No highway work shall commence until all required permits, required Ministry approvals and other authorizations have been obtained. Conditions and Requirements for the Work All permissions, directions, Ministry approvals and orders are subject to the right of free use of Highway 417 by the public. The City shall be responsible for all 417 lands maintenance with the terms of the Highway Agreement, except for winter maintenance activities. The City shall fulfil all the requirements for the highway work including: (i) tender and award the contract for construction of 417 work, and complete the highway work in accordance with the Highway Agreement; (ii) comply with safety procedures; (iii) notify the Ministry prior to commencing any highway work; (iv) provide tender particulars and financial costing prior to the award of the 417 work; (v) provide prior to the start of construction of the highway Material Term Description work a copy of the 417 construction contract and associated construction schedule and (vi) provide a 2 year warranty for the 417 work. The City will complete certain transit priority removal works at its own cost within 365 days of the OLRT revenue service date.
Material Term Description. Contamination At all times throughout the term of the OLRT Project, Project Co shall be responsible for managing, remediating and/or removing any existing contamination located on, in or under, the OLRT lands which was described in or properly inferable, readily apparent or readily discoverable from advanced environmental reports and geotechnical data reports made available to Project Co by the City as part of background information (background information includes any information, given or made available to Project Co by the City, or which was obtained from any other sources prior to the date of the Project Agreement). Project Co shall be responsible for removing or remediating: any contamination which Project Co causes or permits to be released in a manner which does not comply with applicable law or which causes a risk to human health or the environment; or, any existing contamination which was harmless or stored, contained or otherwise dealt with in accordance with applicable law which Project Co causes or permits to be released in a manner which does not comply with applicable law or which causes a risk to human health or the environment. Project Co shall also be responsible for all direct losses associated with the releases of contamination or existing contamination described above. Geotechnical Project Co must take on geotechnical risk, unless background information is to the knowledge of identified City persons incorrect or there is relevant information in the possession or control of the City that would make any of such information incorrect to the extent such incorrect information materially adversely interferes with Project Co’s ability to perform the Project scope or cost in which case a variation results.
Material Term Description. Appropriations and Budgeting Canada’s contribution to the Project is subject to annual appropriations made by Parliament for the applicable fiscal year. The City releases Canada from any liability arising as a result of termination or reduction of funding due to appropriations. Subject to the Contribution Agreement, Canada will commit funds in a fiscal year towards the Project in accordance with the budget/payment forecast appended to the Contribution Agreement (Schedule B). If in a fiscal year an amount lesser than the estimated contribution is paid or payable by Canada, then Canada will, subject to the Contribution Agreement, make reasonable efforts to re-allocate the difference to a subsequent fiscal year. If any requested re-allocation of Project funding is not approved by the Federal Crown, the amount of Canada’s contribution is so reduced, and the parties will review the effects of such reductions on the overall implementation of the Project and to adjust the terms and conditions of the Agreement as appropriate.
Material Term Description. Contamination At all times throughout the term of the OLRT Project, Project Co shall be responsible for managing, remediating and/or removing any existing contamination located on, in or under, the OLRT lands which was described in or properly inferable, readily apparent or readily discoverable from background information made available to Project Co by the City. Background information includes any information, given or made available to Project Co by the City, or which was obtained from any other sources prior to the date of the Project Agreement. Project Co shall be responsible for removing or remediating: any contamination which Project Co causes or permits to be released in a manner which does not comply with applicable law or which causes a risk to human health or the environment; or, any existing contamination which was harmless or stored, contained or otherwise dealt with in accordance with applicable law which Project Co causes or permits to be released in a manner which does not comply with applicable law or which causes a risk to human health or the environment. Project Co shall also be responsible for all direct losses associated with the releases of contamination or existing contamination described above. Geotechnical Project Co must take on geotechnical risk, unless background information is to the knowledge of identified City persons incorrect or there is relevant information in the possession or control of the City that would make any of such information incorrect to the extent such incorrect information materially adversely interferes with Project Co’s ability to perform the Project scope or cost in which case a variation results.
Material Term Description. Consequences of a Compensation Event If it is agreed or determined that there has been a compensation event, Project Co shall be entitled to such compensation as would place Project Co in no better and no worse position than it would have been in had the relevant compensation event not occurred. In respect of a compensation event that is also a delay event, such compensation will include amounts which, but for the delay event, would have been paid by the City to Project Co. Project Co shall provide the City representative with any information it may require in order to determine the amount of such compensation. If the City is required to compensate Project Co, then the City may either pay such compensation as a lump sum payment or payments at times and in a manner to be agreed with Project Co, acting reasonably, or, alternatively, the City may request Project Co to agree to an adjustment to the monthly service payments.
Material Term Description. Conditions Precedent The Agreements will become effective and are conditional upon the following (the “ Unconditional Date”) : • The NCC obtaining all necessary external and internal approvals; and • The City obtaining all necessary approvals; and • The City entering into a binding agreement for the construction of the Stage 2 LRT Project. Land Access Permit The NCC will not unreasonably withhold or delay its approval to grant a land access permit to the City, its contractors, employees and/or agents for the purposes of entering onto and accessing lands owned by the NCC so that the City may conduct investigations and inspections of the lands prior to the Term Commencement Date of the Licence of Occupation. Federal Land Use and Transaction Approvals (FLUDTAs) Portions of the Southern, Western and Eastern Extension (the “Extensions”) on federal lands are subject to Federal Land Use and Transaction Approvals (FLUDTAs). The Agreements contain a framework for the Parties to work together towards obtaining FLUDTAs for various elements of the Stage 2 LRT Project. Licence of Occupation The NCC will grant the City a Licence of Occupation over the Licenced Lands (in the form attached in (LOO) Schedule “D” of the Agreements) for a term commencing on the Term Commencement Date and expiring on the Term Expiry Date. The Licenced Lands have been divided into multiple Sites which are further subdivided into Parcels to accommodate differing Term Commencement Dates and Term Expiry Dates. The Term Commencement Dates are triggered by the City notifying the NCC of the commencement dates it requires for each Site within six months of the City entering into an agreement with the successful proponent to construct the Extensions. The Term Expiry Date of each parcel of land specified in the Term Notification Notice will be the date specified in the Term Notification Notice or the earlier of the following: (a) For parcels of lands which are part of the temporary interests (the “Temporary Interests”), the date that the City vacates the relevant parcel of Temporary Interests. (b) For parcels of lands which are part of the permanent interests of which the NCC is conveying an easement or fee simple interest (the “Permanent Interests”), the date on the transfer of the Permanent Interest relating to the relevant Parcel is registered. The City will pay the NCC an estimated licence fee (the “Estimated License Fee”) plus sum equivalent to all applicable taxes for all Licensed Lands based on ...
Material Term Description. Additional City Costs The City is responsible for costs and reimbursing costs incurred by the NCC for all of its professional fees, including surveying and valuation fees contemplated in the Agreement, subject to conditions.
