Common use of Modifications to Systems Clause in Contracts

Modifications to Systems. (a) As equipment changes, modifications or upgrades occur to the ETC Systems, the Participant will use reasonable efforts to cause its ETC equipment used on the Facility to be compatible with that used by VDOT on its other ETC facilities and VDOT’s ETC operations. The Participant will be responsible for any and all system maintenance, changes, modifications or upgrades to its ETC equipment or operations. If any changes, modifications or upgrades to any of the Participant’s ETC equipment or other system modifications will adversely impact VDOT’s ETC operations in any material respect, the parties agree to make good faith efforts to resolve such impact to each party’s satisfaction; provided, however, that any such changes, modifications or upgrades will be ultimately compatible with the VDOT ETC operations. Either party will notify the other in writing at least 90 days in advance of any changes or modification to such party’s ETC System equipment that may affect the other’s ETC System equipment or operations in any material respect. (b) VDOT will exercise due care and diligence in planning and implementing modifications, upgrades and associated testing of its ETC System at levels which are reasonable given the schedule, scope and budget for the ETC System and will not exceed what is considered customary and reasonable for hardware and software processing systems. However, there is no guarantee against adverse impacts to the performance of the hardware or software in Participant’s or others’ systems. While precautions will be taken by VDOT to help mitigate the risk of occurrence of such adverse impacts, VDOT will not, unless it is in breach of its duty of due care and diligence, be financially responsible for the occurrence of adverse impact to the Participant or other third parties affected during such modifications, upgrades and associated testing.

Modifications to Systems. (a) As equipment changes, modifications or upgrades occur to the ETC Systems, the Participant will use reasonable efforts to cause its ETC equipment used on the Facility to be compatible with that used by VDOT on its other ETC facilities and VDOT’s ETC operations. The Participant will be responsible for any and all system maintenance, changes, modifications or upgrades to its ETC equipment or operations. If any changes, modifications or upgrades to any of the Participant’s ETC equipment or other system modifications will adversely impact VDOT’s ETC operations in any material respect, the parties agree to make good faith efforts to resolve such impact impart to each party’s satisfaction; provided, however, that any such changes, modifications or upgrades will be ultimately compatible with the VDOT ETC operations. Either party will notify the other in writing at least 90 days in advance of any changes or modification to such party’s ETC System equipment that may affect the other’s ETC System equipment or operations in any material respect. (b) VDOT will exercise due care and diligence in planning and implementing modifications, upgrades and associated testing of its ETC System at levels which are reasonable given the schedule, scope and budget for the ETC System and will not exceed what is considered customary and reasonable for hardware and software processing systems. However, there is no guarantee against adverse impacts to the performance of the hardware or software in Participant’s or others’ systems. While precautions will be taken by VDOT to help mitigate the risk of occurrence of such adverse impacts, VDOT will not, unless it is in breach of its duty of due care and diligence, be financially responsible for the occurrence of adverse impact to the Participant or other third parties affected during such modifications, upgrades and associated testing.

Modifications to Systems. (a) As equipment changes, modifications or upgrades occur to the ETC Systemssystems, the Participant will shall use reasonable efforts to cause its ETC equipment used on the Facility its toll facility to be compatible with that used by VDOT on its other ETC facilities and VDOT’s ETC operationsfacilities. The Participant will be responsible for any and all system maintenance, changes, modifications or upgrades to its ETC equipment or operations. If any Any changes, modifications or upgrades to any of the Participant’s ETC equipment or other system modifications will adversely that may impact VDOT’s ETC operations in any material respect, the parties agree to make good faith efforts to resolve such impact to each party’s satisfaction; provided, however, that any such changes, modifications or upgrades will respect shall be ultimately compatible with the VDOT ETC operations. Either party will shall notify the other in writing at least 90 days in advance of any changes or modification to such party’s ETC System system equipment that may affect the other’s ETC System system equipment or operations in any material respect. (b) VDOT will exercise due care and diligence in planning and implementing modifications, upgrades and associated testing of its ETC System system at levels which are reasonable given the schedule, scope and budget for the ETC System system and will not exceed what is considered customary and reasonable for hardware and software processing systems. However, there is no guarantee against adverse impacts to the performance of the hardware or software in the Participant’s or others’ systems. While precautions will be taken by VDOT to help mitigate the risk of occurrence of such adverse impacts, VDOT will shall not, unless it is in breach of its duty of due care and diligence, be financially responsible for the occurrence of adverse impact to the Participant or other third parties affected during such modifications, upgrades and associated testing.

Modifications to Systems. (a) As equipment changes, modifications or upgrades occur to the ETC Systemssystems, the Participant will shall use reasonable efforts to cause its ETC equipment used on the Facility its toll facility to be compatible with that used by VDOT on its other ETC facilities and VDOT’s ETC operationsfacilities. The Participant will be responsible for any and all system maintenance, changes, modifications or upgrades to its ETC equipment or operations. If any Any changes, modifications or upgrades to any of the Participant’s ETC equipment or other system modifications will adversely that may impact VDOT’s ETC operations in any material respect, the parties agree to make good faith efforts to resolve such impact to each party’s satisfaction; provided, however, that any such changes, modifications or upgrades will respect shall be ultimately compatible with the VDOT ETC operations. Either party will shall notify the other in writing at least 90 days in advance of any changes or modification to such party’s ETC System system equipment that may affect the other’s ETC System system equipment or operations in any material respect. (b) . VDOT will exercise due care and diligence in planning and implementing modifications, upgrades and associated testing of its ETC System system at levels which are reasonable given the schedule, scope and budget for the ETC System system and will not exceed what is considered customary and reasonable for hardware and software processing systems. However, there is no guarantee against adverse impacts to the performance of the hardware or software in Participant’s or others’ systems. While precautions will be taken by VDOT to help mitigate the risk of occurrence of such adverse impacts, VDOT will shall not, unless it is in breach of its duty of due care and diligence, be financially responsible for the occurrence of adverse impact to the Participant or other third parties affected during such modifications, upgrades and associated testing.