Common use of Non-Compliance Deduction Clause in Contracts

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i). The Non-Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to Month m = 1 to 12) Where: and n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus Transaction Fees for Period n,m, as the case may be Table 6(f)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,m (ii) Subject to Section 6(f)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i). Upon the written request of Developer, in addition to such monthly Non- Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i6(h). The Non-Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Non- Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to Month m = 1 to 12) Where: and n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 6(e)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus m + Variable Transaction Fees for Period n,m, as the case may be m Table 6(f)-1 6(e)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,m (ii) Subject to Section 6(f)(iii6(e)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i6(h). Upon the written request of Developer, in addition to such monthly Non- Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i). The Non-Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance = Deduction n,m (Year n = 1 to and Month m = 1 to 12) Where: = Monthly Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to Month m = 1 to 12) Where: and n,m Reduction Percent Monthly Non-Compliance = Deduction Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus Transaction Fees for Period n,m, as the case may be Table 6(f)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,m (ii) Subject to Section 6(f)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i). Upon the written request of Developer, in addition to such monthly Non- Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by XxxxxxxxxDeveloper, (B) planned by TxDOT and consented to, in advance in writing, by XxxxxxxxxDeveloper,

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i6(h). The Non-Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Non- Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to and Month m = 1 to 12) = Monthly Non-Compliance Deduction n,m Where: and Monthly Non-Compliance Deduction n,m = Monthly Non-Compliance Reduction Percent x TxDOT Compensation n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m = = The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 6(e)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus + Variable Transaction Fees for Period n,m, as the case may be m Table 6(f)-1 6(e)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,m (ii) Subject to Section 6(f)(iii6(e)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i6(h). Upon the written request of Developer, in addition to such monthly Non- Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i6(h). The Non-Non- Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to and Month m = 1 to 12) = Monthly Non-Compliance Deduction n,m Where: and Monthly Non-Compliance Deduction n,m = Monthly Non-Compliance Reduction Percent x TxDOT Compensation n,m Monthly Non-Compliance Reduction Percent = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m TxDOT Compensation n,m = as identified in Table 6(f)-1 6(e)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus + Variable Transaction Fees for Period n,m, as the case may be m Table 6(f)-1 6(e)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,mm 0 to 16 0% 17 to 24 2% 25 to 33 8% 34 to 44 20% 45 or more 35% (ii) Subject to Section 6(f)(iii6(e)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Non-Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i6(h). Upon the written request of Developer, in addition to such monthly Non- Non-Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Non- Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Non- Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Non-Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,, (C) directly caused by the acts or omissions of Developer or (D) excused pursuant to Section 22(d).

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i). The Non-Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to Month m = 1 to 12) and n,m Where: and Monthly Non-Compliance Deduction n,m = Monthly Non-Compliance Reduction Percent x TxDOT Compensation n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m = = The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = + Variable Transaction Fees for Period n,m; or the Cost Plus Transaction Fees for Period n,m, as the case may be Table 6(f)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,m (ii) Subject to Section 6(f)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i). Upon the written request of DeveloperXxxxxxxxx, in addition to such monthly Non- Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i6(h). The Non-Non- Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to Month m = 1 to 12) Where: and n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m = Monthly Non-Compliance Reduction Percent The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m TxDOT Compensation n,m = as identified in Table 6(f)-1 6(e)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus + Variable Transaction Fees for Period n,m, as the case may be m Table 6(f)-1 6(e)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,mm 0 to 16 0% 17 to 24 2% 25 to 33 8% 34 to 44 20% 45 or more 35% (ii) Subject to Section 6(f)(iii6(e)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Non-Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i6(h). Upon the written request of Developer, in addition to such monthly Non- Non-Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Non- Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Non- Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Non-Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,, (C) directly caused by the acts or omissions of Developer or (D) excused pursuant to Section 22(d).

Non-Compliance Deduction. the date a payment under Section 7 is due until the date such payment is made to Developer. Interest at a rate equal to the LIBOR in effect on the first day of Month m in Year n plus 400 basis points (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i). The Non-Non- Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to Month m = 1 to 12) Where: and n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = Period n,m; or the Cost Plus Transaction Fees for Period n,m, as the case may be Table 6(f)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,mm 0 to 16 0% 17 to 24 2% 25 to 33 8% 34 to 44 20% 45 or more 35% (ii) Subject to Section 6(f)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Non-Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i). Upon the written request of Developer, in addition to such monthly Non- Non-Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Non- Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Non-Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,, (C) directly caused by the acts or omissions of Developer or (D) excused pursuant to Section 22(d).

Non-Compliance Deduction. (i) A Non-Compliance Deduction will be made for any Payment Period in which TxDOT is assessed Non-Compliance Points in respect of such Payment Period. The Non-Compliance Deduction shall be payable as a monthly adjustment in accordance with Section 6(i). The Non-Non- Compliance Deduction will be calculated as follows (and an example of the calculation of the Non-Compliance Deduction is attached hereto as Attachment 9): Non-Compliance Deduction n,m = Monthly Non-Compliance Deduction (Year n = 1 to and Month m = 1 to 12) = Monthly Non-Compliance Deduction n,m Where: and Monthly Non-Compliance Deduction n,m = Monthly Non-Compliance Reduction Percent x TxDOT Compensation n,m Monthly Non-Compliance = Monthly Non-Compliance Reduction Deduction n,m Percent x TxDOT Compensation n,m = = The percent reduction to the TxDOT Monthly Non-Compliance = Compensation associated with the Reduction Percent Non-Compliance Points for Month m as identified in Table 6(f)-1 below Base Transaction Fees for Period TxDOT Compensation n,m = + Variable Transaction Fees for Period n,m; or the Cost Plus Transaction Fees for Period n,m, as the case may be Table 6(f)-1 – Monthly Non-Compliance Reduction Percent Non-Compliance Points for Period n,m Monthly Non-Compliance Reduction Percent for Period n,mm 0 to 16 0% 17 to 24 2% 25 to 33 8% 34 to 44 20% 45 or more 35% (ii) Subject to Section 6(f)(iii), each month TxDOT will assign Non- Compliance Points to its performance in accordance with the Performance Standards and the terms hereof and will report the same to Developer in the monthly Non-Compliance Deduction report to be delivered to Developer pursuant to Section 14(e) no later than 15 days after the end of such month. Any related Non- Non-Compliance Deduction shall be paid by TxDOT in connection with the monthly adjustments provided for in Section 6(i). Upon the written request of Developer, in addition to such monthly Non- Non-Compliance Deduction report, TxDOT shall furnish to Developer reasonably detailed information and support for TxDOT’s determination of such Non-Compliance Points. Non-Non- Compliance Points shall not be assessed under more than one category for any particular event or circumstance that is a breach or failure. Where a single act or omission gives rise to more than one breach or failure, it shall be treated as a single breach or failure for the purpose of assessing Non-Compliance Points, and the highest amount of Non-Compliance Points under the relevant breaches or failures shall apply. Upon the request of either Party, the Independent Engineer may review any determination of Non- Non-Compliance Points by TxDOT hereunder and advise the Parties concerning the accuracy thereof. Developer and the Independent Engineer each shall have the right to inspect and audit TxDOT’s books and records concerning the determination of Non- Compliance Points and Non-Compliance Deductions pursuant to Section 15(b) and (c). Any disagreement between the Parties concerning the assignment of Non-Compliance Points shall be resolved pursuant to Section 20. (iii) No Non-Compliance Points will be assigned to a failure of TxDOT to achieve the performance required in accordance with the Performance Standards and the other standards set forth herein if such failure to perform is (A) directed by Xxxxxxxxx, (B) planned by TxDOT and consented to, in advance in writing, by Xxxxxxxxx,, (C) directly caused by the acts or omissions of Developer or (D) excused pursuant to Section 22(d).