Common use of Obligations of the Concessionaire Clause in Contracts

Obligations of the Concessionaire. Without prejudice to the generality of Article 6.3 and in addition to any of its other obligations underthis Agreement, during the Construction Phase, the Concessionaire shall: a) arrange for, in a timely manner all necessary financial and other resources required for construction and installation of the Project Facilities and Services. b) engage professionally competent Persons for project management and construction and ensurethat all works are carried out in compliance with the Construction Standards; c) give written notice to the Concessioning Authority within 7 (seven) Days of any material modification or change to any of the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority in addition to that contemplated under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning Authority; d) obtain Applicable Permits, comply with Applicable Laws and Applicable Permits and give priority to safety in its construction and planning activities in order to protect life, health, property and environment; e) provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior intimation, access to the Project Site to review progress in construction and to ascertaincompliance with any of the requirements of this Agreement. Provided that non-inspection by theConcessioning Authority of any works shall not, in relation to such works, (i) amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such work; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by the Independent Engineer and ensure timely completion of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof this Agreement; and h) to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater or on the road or port traffic, adjacent to the Project Site if such interruption and diversion isimperative for the efficient progress of Construction Works and conforms to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly with the prior written approval of the Independent Engineer which approval shall not beunreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption or diversion within the period specified by the Independent Engineer.

Obligations of the Concessionaire. General Obligations of the Concessionaire 5.1.1 Subject to and on the terms and conditions of this Agreement, the Concessionaire shall, at its own cost and expense, implement the Project, procure finance for and undertake the development, engineering, procurement, equipping, operation and maintenance of the Project and observe, fulfil, comply with and perform all its obligations set out in this Agreement or arising hereunder. 5.1.2 {The Concessionaire and the Lead Financial Institution shall have taken all actions necessary in accordance with the Central VGF Scheme for final approval of the Central Capital Grant, including but not limited to the Lead Financial Institution presenting its appraisal and independent recommendation to the Empowered Committee in the manner and within the time set out in the Central VGF Scheme.}3 / {The Concessionaire and the Authority shall have taken all actions necessary in accordance with the Central VGF Scheme for final approval of the Central Capital Grant, including but not limited to the Authority presenting its appraisal and independent recommendation to the Empowered Committee in the manner and within the time set out in the Central VGF Scheme.}4 5.1.3 Subject to Clause 6.2.1, the Concessionaire shall arrange for and procure, at its own cost and risk, all infrastructure facilities and utilities on or outside the Site for the construction, development, operation and maintenance of the Project, including procuring connection for and supply of electricity, water, telephone lines, sewage disposal etc. 5.1.4 During the Concession Period, the Concessionaire shall obtain all Applicable Permits from the relevant Government Instrumentalities, including but not limited to those specified in Schedule 7 and keep in force and comply with the conditions of, all Applicable Permits for the development, operation and maintenance of the Hospital. The Concessionaire shall also establish the necessary system for disposal of medical and hazardous waste in accordance with the Applicable Laws, Applicable Permits and Good Industry Practice. The Concessionaire shall, at its own cost and expense, make necessary applications to the relevant Government Instrumentalities with such particulars and details as may be required for renewing or maintaining the Applicable Permits in conformity with Applicable Laws. 5.1.5 Without prejudice to the generality of Article 6.3 and obligations specified in addition to any of its other obligations underthis Agreement, during the Construction PhaseClause 5.1.4 above, the Concessionaire shall: ashall obtain all Applicable Permits (including but not limited to those specified in Part B of Schedule 7) arrange for, in a timely manner all necessary financial and other resources required for construction and installation commencement of commercial operations of the Project Facilities services and Services. b) engage professionally competent Persons for project management Specialties envisaged in Phase-I and construction and ensurethat all works are carried out in compliance with the Construction Standards; c) give written notice to the Concessioning Authority within 7 (seven) Days of any material modification or change to any of the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority in addition to that contemplated under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning Authority; d) obtain Applicable Permits, comply with Applicable Laws and Applicable Permits and give priority to safety in its construction and planning activities in order to protect life, health, property and environment; e) provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior intimation, access to the Project Site to review progress in construction and to ascertaincompliance with any of the requirements of this Agreement. Provided that nonPhase-inspection by theConcessioning Authority of any works shall not, in relation to such works, (i) amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such work; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by the Independent Engineer and ensure timely completion of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof this Agreement; and h) to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater or on the road or port traffic, adjacent to the Project Site if such interruption and diversion isimperative for the efficient progress of Construction Works and conforms to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly with the prior written approval of the Independent Engineer which approval shall not beunreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption or diversion within the period specified by the Independent Engineer.II within

Obligations of the Concessionaire. Without prejudice 5.1.1 Subject to and on the generality terms and conditions of Article 6.3 and in addition to any of its other obligations underthis this Agreement, during the Construction Phase, the Concessionaire shall: a) arrange for, in a timely manner all necessary financial at its own costand expense, procure finance for and other resources required for construction undertake the design, engineering, procurement, construction,operation and installation maintenance of the Project Facilities in accordance with the provisions of this Agreement and Servicestakereference to the Layout Plan as specified under Schedule – B, Annexure - II and observe, fulfil, comply withandperformallits obligationssetoutinthisAgreementorarisinghereunder. b) engage professionally competent Persons for project management and construction and ensurethat all works are carried out in compliance with the Construction Standards; c) give written notice to the Concessioning Authority within 7 (seven) Days of any material modification or change to any of the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority in addition to that contemplated under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning Authority; d) obtain Applicable Permits, 5.1.2 The Concessionaire shall comply with all Applicable Laws and Applicable Permits (including renewalsasrequired)intheperformanceofitsobligationsunderthisAgreement. 5.1.3 Subjectto the provisions of Clauses 5.1.1 and give priority 5.1.2, the Concessionaire shall discharge its obligationsinaccordancewithGoodIndustryPracticeandasareasonableandprudentperson. 5.1.4 The Concessionaire shall, from time to safety time, undertake expansionor augmentationof the ProjectAssets inaccordancewiththeprovisionsofthisAgreementandGoodIndustryPractice 5.1.5 Save and except as expressly provided in its construction and planning activities in order to protect lifethis Agreement, health, property and environment; e) provide to the representative(s) of the Concessioning AuthorityConcessionaire shall, at reasonable all times and uponprior intimation, access to the Project Site to review progress in construction and to ascertaincompliance with any of the requirements duringthe subsistence of this Agreement, pay all taxes, levies, duties cesses and all other statutory charges,dues, assessments or outgoings payable including that of railways, customs, etc., except for property tax in respect of the Project, Services and otherservices,orinrespectof the materialsstoredtherein,whichmay be leviedby any GovernmentInstrumentality. Provided All or any statutory charges,including property tax, paid by the Authority in respect of the Project Site/ Project Facilities (including those created or developed by the Concessionaire), shall be reimbursed by the Concessionaire to the Authority, on the failure of which, the same shall be treated as the Concessionaire Default in terms of this Agreement. 5.1.6 The Concessionaire shall, at its own cost and expense, in addition to and not in derogation of itsobligations elsewheresetoutinthisAgreement: (a) make, or cause to be made, necessary applications to the relevant Governmental Instrumentalities withsuch particulars and details as may be required for obtaining Applicable Permits for the construction,commissioning and operating the Facility,other than those set forth in Clause 4.1.2, and obtain and keep in force and effect such ApplicablePermitsinconformitywithApplicableLaws; (b) procure, as required, the appropriate proprietary rights, licenses, agreements and permissions for materials, methods, processes, know-how and systems used or incorporated into the Project perform and fulfil its obligations under all the Financing Agreements executed for development of the Project. (c) makereasonableeffortstomaintainharmony andgoodindustrialrelationsamongthepersonnelemployed by it or its Contractors in connection with the performance of its obligations under thisAgreement; (d) ensure and procure that its Contractors comply with all Applicable Permits and Applicable Laws in theperformancebythemofanyoftheConcessionaire’sobligations underthisAgreement; (e) always act in a manner consistent with the provisions of this Agreement and not cause or fail to do anyact, deed or thing, whether intentionally or otherwise, which may in any manner be violative of any oftheprovisionsofthisAgreementorApplicablelaws; (f) procure that all facilities and amenities within the Project are operated and maintained in accordancewith Good Industry Practice and the Users have non-inspection by theConcessioning Authority discriminatory access for use of any works shall notthe same inaccordancewiththeprovisionsofthisAgreementandApplicableLaws; (g) ensure that Users are treated with due courtesy and consideration and provided with ready access toServices andinformation; (h) provide, or cause to be provided, Services in relation to such works,accordance with the provisions of this Agreement andApplicableLaws; (i) amount to any consent or approval by procure the Concessioning Authority nor shall temporary supply of electricity during the same bedeemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such work; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by the Independent Engineer and ensure timely completion of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof this Agreement; and h) to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater or on the road or port traffic, adjacent Period to the Project Site if such interruption from the grid,including procuring standby arrangements for supply of electricity for maintenance of Services in theeventofoutagesorfailureofelectricitysupplyfromthegird; (j) support, cooperate with and diversion isimperative for facilitate the efficient progress Authority in the implementation and operation of Construction Works the ProjectinaccordancewiththeprovisionsofthisAgreement; (k) transfer the Project Assets to the Authority upon Termination/Expiry of this Agreement, in accordancewiththeprovisionsthereof, (l) procure,asrequired,theappropriateutilitiesandServicesrequiredor usedfor theProject (m) keep, on the Site, a copy of this Agreement, publications named in this Agreement, the Drawings,documents relating to the Project, and conforms to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly Change of Scope Order and other communications given underthis Agreement. The Authority's representative and its authorised personnel shall have the right ofaccesstoallthesedocumentsatallreasonabletimes; (n) cooperatewith authorizedrepresentativeoftheAuthorityandpersonnelofanypublicAuthority; (o) not interfere unnecessarily or improperly with the convenience of the public, the Authority and itsrepresentatives,employees,agentsetc.; (p) undertake all necessary superintendence to plan, arrange, direct, manage, inspect and test the ProjectAssets; (q) construct and make alterations or additions to the building/structure/installations on the Site at its owncost after prior written approval of the Independent Engineer which Authority and strictly in accordance with the sanction andapproval of the concerned local authority or of any other authority, the approval of whom has beenmandated under the law for the time being in force. Such alterations shall not beunreasonably withheldcompromise the safetyaspects. For However,theConcessionaireshallbeatliberty,aftergivingpriorwrittenintimationtothe CWC to undertake minor modifications / alterations within the avoidance industrial structure /building (for the sake of doubtclarity, it no structural modifications / alterations shall be undertaken withoutprior written approval of the Authority) subject to approvals and permissions as may be required asapplicable. (r) atitsowncost,provideandinstallthe,furnitureequipment,fixturesandthingsnecessaryforimplementingthe Project; (s) at its own cost bear the cost of developing and maintain roads inside the Facility boundary to achieve seamless connectivity of the Facility withexternal road connectivity; (t) bear and pay all the existing and future rates, Taxes, levies, duties, cess and charges of whatsoevernature in respect of the Project throughout the term or the extended term of the Concession Period to CWC, ifany; (u) provide the Project security arrangements on round the clock basis and shall maintain and run theProjectinaccordancewithGoodIndustryPractice; (v) maintain the Site and structure/installations/fixtures in good conditions and order to the satisfaction ofthe Authority and as per the terms of this Agreement and also abide by the directions given by therelevant departments as may be entrusted with the enforcement of rule and regulation regarding laboursafety,healthsanitation, cleanliness andhygiene; (w) not store any hazardous or explosive substance on the Site unless specific license is agreed that obtained from theregulatory body after taking prior consent from the Authority. The Concessionaire shall at provide andmaintainnecessaryfire-fightingandfireprotectionsystems intheSiteas pertheApplicableLaw (x) observe and perform all times be responsible for ensuring safe operation of Construction Works the terms, covenants, conditions and stipulations contained herein and shall remove theinterruption notdo, omit or diversion within suffer to be done any act, deed or thing whereby Authority's rights with respect to theFacility,the period specified by assetsthereinorany part/portionoftheFacilityinany way prejudiced,affectedorextinguished; (y) use the Independent EngineerSite or any premises erected thereupon for the exclusive purpose of providing the Services to the users of the Facility (“Users”) and bonafide visitors to the Site.

Obligations of the Concessionaire. Without The Concessionaire, in addition and without prejudice to its obligations specified in the other provisions of this Agreement, shall, during the Concession Period, including extension thereof, without qualification, observe and comply with the following obligations: The Concessionaire shall (a) take over possession of the Project Site from the Concessioning Authority, provided, however, it has provided the Performance Security in accordance with the provisions of Article 5; (b) without prejudice to the generality Concessioning Authority’s obligations in this respect, make or cause to be made the necessary applications to the relevant Competent Authority for all Clearances and supply the appropriate particulars and details to such Competent Authority as may be necessary confirming that the Concessionaire fulfils the eligibility criteria to enable such authority reasonably to consider the request for the grant of Article 6.3 the relevant Clearance and, following the grant of any such Clearance, maintain such Clearance in full force and effect so long as it is necessary in addition order for the Concessionaire to any perform its obligations hereunder; (c) undertake upgradation & renovation itself or appoint Construction Contractor(s) and enter into Construction Agreement(s). The Concessionaire would not be allowed to demolish the existing structures of its other obligations underthis Agreement, during the Construction PhasePolytechnic at . However, the Concessionaire shall: a) arrange for, in a timely manner all necessary financial and other resources required for construction and installation can alter the design of the Project Facilities and Services. b) engage professionally competent Persons for project management and structure according to the requirements of the particular course, he wishes to run. The Concessionaire shall carry out construction and ensurethat all works are carried out of the Facility in compliance accordance with the Construction Standardsterms of this Agreement, including without limitation the conditions of Clearance, Technical Requirements and Good Industry Practices; c(d) give written notice manage, run and maintain the Facility or cause it to be maintained in accordance with the terms of this Agreement, including without limitation the conditions of Clearances, Performance Standards, Maintenance Standards and Good Industry Practices; (e) report to the Concessioning Authority within 7 (seven) Days of any material modification or change during the Development Period and the Management Period as detailed in Article 10. Such reports will contain such information as is reasonably required to any of the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of keep the Concessioning Authority in addition properly informed of material matters relating to that contemplated under the Financing Documents provided on Financial Closeupgradation & renovation, without the prior written consent management and maintenance of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning AuthorityFacility; d) obtain Applicable Permits, comply with Applicable Laws and Applicable Permits and give priority to safety in its construction and planning activities in order to protect life, health, property and environment; e) provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior intimation, access to the Project Site to review progress in construction and to ascertaincompliance with any of the requirements of this Agreement. Provided that non-inspection by theConcessioning Authority of any works shall not, in relation to such works, (i) amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such work; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by the Independent Engineer and ensure timely completion of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof this Agreement; and h) to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater or on the road or port traffic, adjacent to the Project Site if such interruption and diversion isimperative for the efficient progress of Construction Works and conforms to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly with the prior written approval of the Independent Engineer which approval shall not beunreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption or diversion within the period specified by the Independent Engineer.

Obligations of the Concessionaire. Without prejudice to the generality of Article 6.3 and in addition to any of its other obligations underthis under this Agreement, during the Construction Phase, the Concessionaire shall: (a) arrange for, in a timely manner all necessary financial and other resources required for construction and installation of the Project Facilities and Services. 21 This provision would need to be modified in case the Project is being developed phase wise or the Project is a xxxxxxxxxx project where existing facilities which have been handed over are required to be operated during the Construction Phase. (b) engage professionally competent Persons for project management and construction and ensurethat ensure that all works are carried out in compliance with the Construction Standards; (c) give written notice to the Concessioning Authority within 7 (seven) Days of any material modification or change to any of the Financing Documents and/or any Equity Documents andshall and shall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner any manner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority in addition to that contemplated under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout made without the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning Authority; (d) obtain Applicable Permits, comply with Applicable Laws and Applicable Permits and give priority to safety in its construction and planning activities in order to protect life, health, property and environment; (e) provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior upon prior intimation, access to the Project Site to review progress in construction and to ascertaincompliance ascertain compliance with any of the requirements of this Agreement. Provided that non-inspection by theConcessioning the Concessioning Authority of any works shall not, in relation to such works, (i) amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed be deemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and Agreement; and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement this Agreement in respect of such work; (f) provide monthly reports on the progress of Construction Works or such other relevant informationas information as may be required by the Independent Engineer; (g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies or deficiencies observed by the Independent Engineer and ensure timely completion of constructionof construction of the Project / the Project Facilitiesand Facilities and Services in allrespects all respects in accordance withtheprovisionsof with the provisions of this Agreement; and (h) to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater of water or on the road or port traffic, adjacent to the Project Site if such interruption and diversion isimperative is imperative for the efficient progress of Construction Works and conforms to Good IndustryPracticeIndustry Practice; providedthatsuch interruptionanddiversionshall provided that such interruption and diversion shall be undertaken bythe Concessionaireonly by the Concessionaire only with the prior written approval of the Independent Engineer which approval shall not beunreasonably be unreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption the interruption or diversion within the period specified by the Independent Engineer.

Obligations of the Concessionaire. Without prejudice 5.1.1 Subject to and on the generality terms and conditions of Article 6.3 and in addition to any of its other obligations underthis this Agreement, during the Construction Phase, the Concessionaire shall: a) arrange for, in a timely manner all necessary financial at its own cost and other resources required expense, procure finance for construction and installation undertake the design, engineering, procurement, construction, operation and maintenance of the Project Facilities and Services. b) engage professionally competent Persons for project management and construction and ensurethat all works are carried out in compliance accordance with the Construction Standards; c) give written notice provisions of this Agreement and take reference to the Concessioning Authority within 7 (seven) Days of any material modification or change to any of the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority in addition to that contemplated Layout Plan as specified under the Financing Documents provided on Financial CloseSchedule – B, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning Authority; d) obtain Applicable PermitsAnnexure - II and observe, fulfil, comply with and perform all its obligations set out in this Agreement or arising hereunder. 5.1.2 The Concessionaire shall comply with all Applicable Laws and Applicable Permits (including renewals as required) in the performance of its obligations under this Agreement. 5.1.3 Subject to the provisions of Clauses 5.1.1 and give priority 5.1.2, the Concessionaire shall discharge its obligations in accordance with Good Industry Practice and as a reasonable and prudent person. 5.1.4 The Concessionaire shall, from time to safety time, undertake expansion or augmentation of the Project Assets in accordance with the provisions of this Agreement and Good Industry Practice 5.1.5 Save and except as expressly provided in this Agreement, the Concessionaire shall, at all times during the subsistence of this Agreement, pay all taxes, levies, duties cesses and all other statutory charges, dues including railways due if any for use of railways services/facilities, customs cost recovery etc. for use of customs services, assessments or outgoings payable except property tax for land in respect of the Project, Services and otherservices, or in respect of the materials stored therein, which may be levied by any Government Instrumentality. It is clarified that the Authority shall be liable only to arrange for payment of property tax for land. Any / all other statutory charges / dues including property tax in this respect in lieu of the facility created/developed by the concessionaire shall be reimbursed by the concessionaire, and any default in such reimbursement shall be treated as default by the concessionaire. 5.1.6 The Concessionaire shall, at its construction own cost and planning activities expense, in order addition to protect lifeand not in derogation of its obligations elsewhere set out in this Agreement, healthalso have the obligation to: - (a) make, property or cause to be made, necessary applications to the relevant Governmental Instrumentalities with such particulars and environmentdetails as may be required for obtaining Applicable Permits for the construction, commissioning and operating the Facility, other than those set forth in Clause 4.1.2, and obtain and keep in force and affect such Applicable Permits in conformity with Applicable Laws; e(b) provide to procure, as required, the representative(s) appropriate proprietary rights, licenses, agreements and permissions for materials, methods, processes, know-how and systems used or incorporated into the Project perform and fulfil its obligations under all the Financing Agreements executed for development of the Concessioning Authority, at Project. (c) make reasonable times efforts to maintain harmony and uponprior intimation, access to good industrial relations among the Project Site to review progress personnel employed by it or its Contractors in construction connection with the performance of its obligations under this Agreement; (d) ensure and to ascertaincompliance procure that its Contractors comply with all Applicable Permits and Applicable Laws in the performance by them of any of the requirements Concessionaire’s obligations under this Agreement; (e) always act in a manner consistent with the provisions of this Agreement. Provided Agreement and not cause or fail to do any act, deed or thing, whether intentionally or otherwise, which may in any manner be violative of any of the provisions of this Agreement or Applicable laws (f) procure that all facilities and amenities within the Project are operated and maintained in accordance with Good Industry Practice and the Users have non-inspection by theConcessioning Authority discriminatory access for use of any works shall notthe same in accordance with the provisions of this Agreement and Applicable Laws; (g) ensure that Users are treated with due courtesy and consideration and provided with ready access to Services and information; (h) provide, or cause to be provided, Services in relation to such works,accordance with the provisions of this Agreement and Applicable Laws; (i) amount to any consent or approval by procure the Concessioning Authority nor shall temporary supply of electricity during the same bedeemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such work; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by the Independent Engineer and ensure timely completion of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof this Agreement; and h) to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater or on the road or port traffic, adjacent Period to the Project Site if such interruption from the grid, including procuring standby arrangements for supply of electricity for maintenance of Services in the event of outages or failure of electricity supply from the gird; (j) support, cooperate with and diversion isimperative facilitate the Authority in the implementation and operation of the Project in accordance with the provisions of this Agreement; (k) transfer the Project Assets to the Authority upon Termination/Expiry of this Agreement, in accordance with the provisions thereof, (l) procure, as required, the appropriate utilities and Services required or used for the efficient progress Project (m) keep, on the Site, a copy of Construction Works this Agreement, publications named in this Agreement, the Drawings, documents relating to the Project, and conforms Change of Scope Order and other communications given under this Agreement. The Authority's representative and its authorised personnel shall have the right of access to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly all these documents at all reasonable times; (n) cooperate with authorized representative of the Authority and personnel of any public Authority; (o) not interfere unnecessarily or improperly with the convenience of the public, the Authority and its representatives, employees, agents etc.; (p) undertake all necessary superintendence to plan, arrange, direct, manage, inspect and test the Project Assets; (q) construct and make alterations or additions to the building/structure/installations on the Site at its own cost after prior written approval of the Independent Engineer which Authority and strictly in accordance with the sanction and approval of the concerned local authority or of any other authority, the approval of whom has been mandated under the law for the time being in force. Such alterations shall not beunreasonably withheldcompromise the safety aspects. For the avoidance of doubtHowever, it is agreed that the Concessionaire shall be at liberty, after giving prior written intimation to the CWC to undertake minor modifications / alterations within the industrial structure / building (for the sake of clarity, no structural modifications / alterations shall be undertaken without prior written approval of the Authority) subject to approvals and permissions as may be required as applicable. (r) at its own cost, provide and install the, furniture equipment, fixtures and things necessary for implementing the Project; (s) at its own cost bear the cost of developing and maintain roads inside the Facility boundary to achieve seamless connectivity of the Facility with external road connectivity; (t) bear and pay all times be responsible for ensuring safe operation the existing and future rates, Taxes, levies, duties, cess and charges of Construction Works whatsoever nature in respect of the Project throughout the term or the extended term of the Concession Period to CWC, if any; (u) provide the Project security arrangements on round the clock basis and shall remove theinterruption or diversion within maintain and run the period specified Project in accordance with Good Industry Practice; (v) maintain the Site and structure/installations/fixtures in good conditions and order to the satisfaction of the Authority and as per the terms of this Agreement and also abide by the Independent Engineerdirections given by the relevant departments as may be entrusted with the enforcement of rule and regulation regarding labour safety, health sanitation, cleanliness and hygiene; (w) not store any hazardous or explosive substance on the Site unless specific license is obtained from the regulatory body after taking prior consent from the Authority. The Concessionaire shall provide and maintain necessary fire-fighting and fire protection systems in the Site as per the Applicable Law (x) observe and perform all the terms, covenants, conditions and stipulations contained herein and shall not do, omit or suffer to be done any act, deed or thing whereby Authority's rights with respect to the Facility, the assets therein or any part/portion of the Facility in any way prejudiced, affected or extinguished; (y) use the Site/Offered Area or any premises erected thereupon for the exclusive purpose of providing the Services to the users of the Facility (“Users”) and bonafide visitors to the Site.

Obligations of the Concessionaire. Without prejudice 5.1.1 Subject to and on the generality terms and conditions of Article 6.3 and in addition to any of its other obligations underthis this Agreement, during the Construction Phase, the Concessionaire shall:, at its own cost and expense, procure, finance for and undertake the design, engineering, procurement, construction, operation and maintenance of the Project and observe, fulfil, comply with and perform all its obligations set out in this Agreement or arising hereunder. a) arrange for5.1.2 The Concessionaire shall be responsible to operate the Project Facilities such that it can process the Obligated Quantity of MSW throughout the Concession Period. 5.1.3 The Concessionaire shall be responsible to accept Obligated Quantity of MSW from ULB delivered every day at its Project Site. 5.1.4 The Concessionaire shall be responsible for generation of power from the Waste to Energy Processing Facility and sell the power to UPPCL as per the terms and conditions of the PPA. 5.1.5 The Concessionaire shall be responsible for design, in a timely manner all necessary financial engineering, procurement, construction, operation and other resources required for construction maintenance of the infrastructure facilities such as water supply, power supply and installation approach road outside the boundaries of the Project Facilities and Servicesshall bear all costs and expenses of the same. b5.1.6 The Concessionaire shall be responsible for development and operation of Scientific Landfill and disposal of the process remnants and Residual Inert Matters from the Facilities at its own cost 5.1.7 The Concessionaire shall comply with all the Applicable Laws and procure all the Applicable Permits (including renewals as required) engage professionally competent Persons for project management and construction and ensurethat all works are carried out in compliance with the Construction Standards;performance of its obligations under this Agreement. c) give written notice 5.1.8 Subject to the Concessioning Authority within 7 (seven) Days provisions of any material modification or change to any of Clauses 5.1.1 and Clause 5.1.7, the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it Concessionaire shall discharge its obligations in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority accordance with Good Industry Practice and as a reasonable and prudent person. 5.1.9 The Concessionaire shall, at its own cost and expense, in addition to that contemplated and not in derogation of its obligations elsewhere set out in this Agreement: (a) make, or cause to be made, necessary applications to the relevant Government Instrumentalities with such particulars and details as may be required for obtaining all Applicable Permits, and obtain and keep in force and effect such Applicable Permits in conformity with the Applicable Laws; (b) procure, as required, the appropriate proprietary rights, licences, agreements and permissions for materials, methods, processes and systems used or incorporated into the Project; (c) perform and fulfil its obligations under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning AuthorityAgreements; (d) obtain Applicable Permits, make reasonable efforts to maintain harmony and good industrial relations among the personnel employed by it or its Contractors in connection with the performance of its obligations under this Agreement; (e) ensure and procure that its Contractors comply with Applicable Laws and all Applicable Permits and give priority to safety Applicable Laws in its construction and planning activities in order to protect life, health, property and environment; e) provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior intimation, access to the Project Site to review progress in construction and to ascertaincompliance with any of the requirements of this Agreement. Provided that non-inspection performance by theConcessioning Authority of any works shall not, in relation to such works, (i) amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed to be waiver them of any of the rights Concessionaire’s obligations under this Agreement; (f) not do or omit to do any act, deed or thing which may in any manner be violative of any of the Concessioning Authority under provisions of this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such workAgreement; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; (g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by support, cooperate with and facilitate the Independent Engineer ULB in the implementation and ensure timely completion operation of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof with the provisions of this Agreement; and (h) transfer the Project to ensure safe and timely construction and completion the ULB upon Termination of this Agreement, in accordance with the provisions thereof. 5.1.10 If the Project is entitled for any capital grant from any of the Project/Project Facilities and Servicesauthorities, the Concessionaire may, at its cost, interrupt and divert/create barriers on shall solely be responsible to get the flow ofwater same. ULB shall only facilitate the procuring of such grant but does not guarantee the entitlement or on receipt of the road or port traffic, adjacent same to the Project Site if such interruption and diversion isimperative for the efficient progress of Construction Works and conforms to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly with the prior written approval of the Independent Engineer which approval shall not beunreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption or diversion within the period specified by the Independent EngineerConcessionaire.

Obligations of the Concessionaire. Without prejudice to the generality of Article 6.3 7.4 and in addition to any of its other obligations underthis under this Agreement, during the Construction Phase, the Concessionaire shall: a) a. arrange for, in a timely manner all necessary financial and other resources required for construction and installation of the Project Facilities and Services. b) b. engage professionally competent Persons for project management and construction and ensurethat ensure that all works are carried out in compliance with the Construction Standards; c) give written notice to the Concessioning Authority within 7 (seven) Days of any material modification or change to any of the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority in addition to that contemplated under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning Authority; d) c. obtain all Applicable PermitsPermits and Statutory Approvals, comply with Applicable Laws and Laws, Applicable Permits and Statutory Compliance and give priority to safety in its construction and planning activities in order to protect life, health, property and environment; e) d. provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior upon prior intimation, access to the Project Site to review progress in construction and to ascertaincompliance ascertain compliance with any of the requirements of this Agreement. Provided that non-inspection by theConcessioning the Concessioning Authority of any works shall not, in relation to such works, (i) i. amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed be deemed to be waiver of any of the rights of the Concessioning Authority under this Agreement;and (Agreement; and ii) . release or discharge the Concessionaire from its obligations or liabilities under thisAgreement this Agreement in respect of such work; f) e. provide monthly reports on the progress of Construction Works or such other relevant informationas information as may be required by the Independent Engineer; g) f. promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies or deficiencies observed by the Independent Engineer and ensure timely completion of constructionof construction of the Project / the Project Facilitiesand Facilities and Services in allrespects all respects in accordance withtheprovisionsof with the provisions of this Agreement; and h) g. to ensure safe and timely construction and completion of the Project/Project Facilities and Services, the Concessionaire may, at its cost, interrupt and divert/create barriers on the flow ofwater of water or on the road or port traffic, adjacent to the Project Site if such interruption and diversion isimperative is imperative for the efficient progress of Construction Works and conforms to Good IndustryPracticeIndustry Practice; providedthatsuch interruptionanddiversionshall provided that such interruption and diversion shall be undertaken bythe Concessionaireonly by the Concessionaire only with the prior written approval of the Independent Engineer which approval shall not beunreasonably be unreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption the interruption or diversion within the period specified by the Independent Engineer.

Obligations of the Concessionaire. Without prejudice 5.1.1 Subject to and on the generality terms and conditions of Article 6.3 and in addition to any of its other obligations underthis this Agreement, during the Construction Phase, the Concessionaire shall:, at its own cost and expense, procure, finance for and undertake the design, engineering, procurement, construction, operation and maintenance of the Project and observe, fulfil, comply with and perform all its obligations set out in this Agreement or arising hereunder. a) arrange for5.1.2 The Concessionaire shall be responsible to operate the Project Facilities such that it can process the Obligated Quantity of SW MSW throughout the Concession Period. 5.1.3 The Concessionaire shall be responsible to accept Obligated Quantity of SW MSW from ULB delivered every day at its Project Site. 5.1.4 The Concessionaire shall be responsible for generation of power from the Waste to Energy Processing Facility and sell the power to UPPCL as per the terms and conditions of the PPA. 5.1.5 The Concessionaire shall be responsible for design, in a timely manner all necessary financial engineering, procurement, construction, operation and other resources required for construction maintenance of the infrastructure facilities such as water supply, power supply and installation approach road outside the boundaries of the Project Facilities and Servicesshall bear all costs and expenses of the same. b5.1.6 The Concessionaire shall be responsible for development and operation of Scientific Landfill and disposal of the process remnants and Residual Inert Matters from the Facilities at its own cost 5.1.7 The Concessionaire shall comply with all the Applicable Laws and procure all the Applicable Permits (including renewals as required) engage professionally competent Persons for project management and construction and ensurethat all works are carried out in compliance with the Construction Standards;performance of its obligations under this Agreement. c) give written notice 5.1.8 Subject to the Concessioning Authority within 7 (seven) Days provisions of any material modification or change to any of Clauses 5.1.1 and Clause 5.1.7, the Financing Documents and/or any Equity Documents andshall simultaneously therewith also furnish copies of such modified/ amended documents to the Concessioning Authority. Provided no such modification/amendment will be made if it Concessionaire shall discharge its obligations in anymanner whatsoever has the effect of imposing an additional financial obligation or increasing the financial obligation of the Concessioning Authority accordance with Good Industry Practice and as a reasonable and prudent person. 5.1.9 The Concessionaire shall, at its own cost and expense, in addition to that contemplated and not in derogation of its obligations elsewhere set out in this Agreement: (a) make, or cause to be made, necessary applications to the relevant Government Instrumentalities with such particulars and details as may be required for obtaining all Applicable Permits, and obtain and keep in force and effect such Applicable Permits in conformity with the Applicable Laws; (b) procure, as required, the appropriate proprietary rights, licences, agreements and permissions for materials, methods, processes and systems used or incorporated into the Project; (c) perform and fulfil its obligations under the Financing Documents provided on Financial Close, without the prior written consent of the Concessioning Authority. For avoidance of doubt any such modifications/amendments madewithout the prior written consent of the Concessioning Authority will not be enforceable against the Concessioning AuthorityAgreements; (d) obtain Applicable Permits, make reasonable efforts to maintain harmony and good industrial relations among the personnel employed by it or its Contractors in connection with the performance of its obligations under this Agreement; (e) ensure and procure that its Contractors comply with Applicable Laws and all Applicable Permits and give priority to safety Applicable Laws in its construction and planning activities in order to protect life, health, property and environment; e) provide to the representative(s) of the Concessioning Authority, at reasonable times and uponprior intimation, access to the Project Site to review progress in construction and to ascertaincompliance with any of the requirements of this Agreement. Provided that non-inspection performance by theConcessioning Authority of any works shall not, in relation to such works, (i) amount to any consent or approval by the Concessioning Authority nor shall the same bedeemed to be waiver them of any of the rights Concessionaire’s obligations under this Agreement; (f) not do or omit to do any act, deed or thing which may in any manner be violative of any of the Concessioning Authority under provisions of this Agreement;and (ii) release or discharge the Concessionaire from its obligations or liabilities under thisAgreement in respect of such workAgreement; f) provide monthly reports on the progress of Construction Works or such other relevant informationas may be required by the Independent Engineer; (g) promptly carry out at its cost such further works as may be necessary to remove any defects ordeficiencies observed by support, cooperate with and facilitate the Independent Engineer ULB in the implementation and ensure timely completion operation of constructionof the Project / the Project Facilitiesand Services in allrespects in accordance withtheprovisionsof with the provisions of this Agreement; and (h) transfer the Project to ensure safe and timely construction and completion the ULB upon Termination of this Agreement, in accordance with the provisions thereof. 5.1.10 If the Project is entitled for any capital grant from any of the Project/Project Facilities and Servicesauthorities, the Concessionaire may, at its cost, interrupt and divert/create barriers on shall solely be responsible to get the flow ofwater same. ULB shall only facilitate the procuring of such grant but does not guarantee the entitlement or on receipt of the road or port traffic, adjacent same to the Project Site if such interruption and diversion isimperative for the efficient progress of Construction Works and conforms to Good IndustryPractice; providedthatsuch interruptionanddiversionshall be undertaken bythe Concessionaireonly with the prior written approval of the Independent Engineer which approval shall not beunreasonably withheld. For the avoidance of doubt, it is agreed that the Concessionaire shall at all times be responsible for ensuring safe operation of Construction Works and shall remove theinterruption or diversion within the period specified by the Independent EngineerConcessionaire.