Common use of Payment for Maintenance Services Clause in Contracts

Payment for Maintenance Services. 8.1.1 During the term of this Capital Maintenance Agreement, in full consideration for the performance by the DB Contractor of its duties and obligations under the CMA Documents, TxDOT shall pay the amounts determined as set forth in Section 8.1.2, as adjusted in accordance with Section 8.1.3 (“Maintenance Price”) subject only to Section 8.1.4 and to such additions to and deductions from the compensation as may be provided for pursuant to Section 10. The Maintenance Price shall be paid in accordance with this Section 8.1. The Maintenance Price (and the individual components thereof) shall be increased or decreased only by a Change Order issued in accordance with Section 10, by an amendment to this Capital Maintenance Agreement, or as provided in Section 8.1.4. No portion of the Maintenance Price shall be payable on account of services provided: (a) prior to the Initial Maintenance Term Commencement Date, except for those tasks expressly required by the CMA Documents to be performed, and that are performed by DB Contractor, after issuance of Maintenance NTP1 and prior to the Initial Maintenance Term Commencement Date, or (b) after the expiration or earlier termination the Maintenance Period. 8.1.2 Subject to Section 8.1.4, DB Contractor shall be paid for Maintenance Services provided under this Capital Maintenance Agreement, a monthly payment equivalent to one-twelfth (1/12) of the sum of (a) the annual payments for Routine Maintenance set forth in the Routine Maintenance Payment Schedule in Exhibit 4, plus (b) the annual payments for Renewal Work set forth in the Renewal Work Payment Schedule in Exhibit 4. Such amount shall be payable in arrears pursuant to Draw Requests submitted on the first day of each month of such Maintenance Term year. 8.1.3 The annual Maintenance Price (MP) will be escalated or reduced in accordance with this Section 8.1.3. For the annual payments set forth in the Routine Maintenance Payment Schedule and Renewal Work Payment Schedule shown in Exhibit 4, based on changes in CPI as follows: (a) The CPI for the month three months prior to the month in which this Capital Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing related to Routine Maintenance Payments is: Adjusted Routine Maintenance Payment = (annual Routine O&M Payment) x CPI/(BICPI). (d) The formula that reflects the foregoing related to Renewal Work Payments is: Adjusted Renewal Work Payments = (annual Renewal Work Payments) x CPI/BICPI). 8.1.4 If DB Contractor fails to fulfill any requirement or obtain any TxDOT approval or third party approval that the CMA Documents indicate is to be fulfilled or obtained

Payment for Maintenance Services. 8.1.1 During the term of this Capital Comprehensive Maintenance Agreement, in full consideration for the performance by the DB Maintenance Contractor of its duties and obligations under the CMA COMA Documents, TxDOT shall pay the amounts determined as set forth in Section 8.1.2, as adjusted in accordance with Section 8.1.3 (“Maintenance Price”) subject only to Section 8.1.4 and to such additions to and deductions from the compensation as may be provided for pursuant to Section 10. The Maintenance Price shall be paid in accordance with this Section Section 8.1. The Maintenance Price (and the individual components thereof) shall be increased or decreased only by a Change Order issued in accordance with Section 10, by an amendment to this Capital Comprehensive Maintenance Agreement, or as provided in Section 8.1.4. No portion of the Maintenance Price shall be payable on account of services provided: (a) prior to the Initial Maintenance Term Commencement Date, except for those tasks expressly required by the CMA COMA Documents to be performed, and that are performed performed, by DB Contractor, Maintenance Contractor after issuance of Maintenance NTP1 NTP and prior to the Initial Maintenance Term Commencement Date, or (b) after the termination, expiration or earlier termination non-renewal of the term of this Comprehensive Maintenance PeriodAgreement. 8.1.2 Subject to Section 8.1.4, DB Maintenance Contractor shall be paid for Maintenance Services provided under this Capital Comprehensive Maintenance Agreement, a monthly payment equivalent to one-twelfth (1/12) of the sum of (a) the annual payments for Routine Maintenance set forth in the Routine Maintenance O&M Payment Schedule in Exhibit 4, plus (b) the annual payments for Renewal Work set forth in the Renewal Work Payment Schedule in Exhibit 4, plus (c) the annual payments set forth in the Incident Response Work Payment Schedule in Exhibit 4. Such amount shall be payable in arrears pursuant to Draw Requests submitted on the first day of each month of such Maintenance Term year. 8.1.3 The annual Maintenance Price (MP) will be escalated or reduced in accordance with this Section 8.1.3as 8.1.3.1. For the annual payments set forth in the Routine Maintenance Payment Schedule and Renewal Work Payment Schedule shown in Exhibit 4, based on changes in CPI as follows:O&M (a) The CPI for the month three months prior to the month in which this Capital Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Routine O&M Payment Schedule shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing related to Routine Maintenance Payments is: Adjusted Routine Maintenance O&M Payment = (annual Routine O&M Payment) x CPI/(BICPI). 8.1.3.2. For the annual payments set forth in the Renewal-Other Work Payment Schedule, based on changes in the ENR CCI as follows: (da) The ENR CCI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICCI); and (b) The annual payments set forth in the Renewal-Other Work Payment Schedule shall be escalated or reduced by multiplying the annual amount payable in such year by the ENR CCI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICCI. (c) The formula that reflects the foregoing related to Renewal Work Payments is: Adjusted Renewal Work Payments = (annual Renewal Renewal-Other Work Payments) x CPI/ENR CCI/(BICCI). 8.1.3.3. For the annual payments set forth in the Incident Response Work Payment Schedule, based on changes in the CPI as follows: (a) The CPI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Incident Response Work Payment Schedule shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing is: Adjusted Incident Response Work Payment = (annual Routine Response Work Payment) x CPI/(BICPI). 8.1.4 If DB Maintenance Contractor fails to fulfill any requirement or obtain any TxDOT approval or third party approval that the CMA COMA Documents indicate is to be fulfilled or obtained prior to the Maintenance Term Commencement Date, TxDOT shall have the right, in its discretion, to prohibit Maintenance Contractor from commencing the Maintenance Services until the requirement or approval is obtained. In such case, Maintenance Contractor (a) shall have no right to compensation allocable to the period of such delay in commencing Maintenance Services beyond the Maintenance Term Commencement Date, and (b) shall pay to TxDOT, within ten days after receipt of written demand, the excess, if any, of TxDOT’s Recoverable Costs of carrying out or providing for the carrying out of Maintenance Services during such period over the Maintenance Price TxDOT would have paid Maintenance Contractor for such period had it commenced Maintenance Services on the Maintenance Term Commencement Date. The foregoing is in addition to any other remedy available to TxDOT under this Comprehensive Maintenance Agreement on account of such failure.

Payment for Maintenance Services. 8.1.1 During the term of this Capital Comprehensive Maintenance Agreement, in full consideration for the performance by the DB Contractor of its duties and obligations under the CMA COMA Documents, TxDOT shall pay the amounts determined as set forth in Section 8.1.2, as adjusted in accordance with Section 8.1.3 (“Maintenance Price”) subject only to Section 8.1.4 and to such additions to and deductions from the compensation as may be provided for pursuant to Section 10. The Maintenance Price shall be paid in accordance with this Section 8.1. The Maintenance Price (and the individual components thereof) shall be increased or decreased only by a Change Order issued in accordance with Section 10, by an amendment to this Capital Comprehensive Maintenance Agreement, or as provided in Section 8.1.4. No portion of the Maintenance Price shall be payable on account of services provided: (a) prior to the Initial Maintenance Term Commencement Date, except for those tasks expressly required by the CMA COMA Documents to be performed, and that are performed performed, by DB Contractor, Contractor after issuance of Maintenance NTP1 and prior to the Initial Maintenance Term Commencement Date, or (b) after the termination, expiration or earlier termination non-renewal of the Maintenance Period. 8.1.2 Subject to Section 8.1.4, DB Contractor shall be paid for Maintenance Services provided under this Capital Comprehensive Maintenance Agreement, a monthly payment equivalent to one-twelfth (1/12) of the sum of (a) the annual payments for Routine Maintenance set forth in the Routine Maintenance O&M Payment Schedule in Exhibit 4, plus (b) the annual payments for Renewal Work set forth in the Renewal Work Payment Schedule in Exhibit 4. Such amount shall be payable in arrears pursuant to Draw Requests submitted on the first day of each month of such Maintenance Term year. 8.1.3 The annual Maintenance Price (MP) will be escalated or reduced in accordance with this Section 8.1.3as 8.1.3.1. For the annual payments set forth in the Routine Maintenance Payment Schedule and Renewal Work O&M Payment Schedule shown in Exhibit 4, based on changes in CPI as follows: (a) The CPI for the month three months prior to the month in which this Capital Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Routine O&M Payment Schedule shown in Exhibit 4 shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing related to Routine Maintenance Payments is: Adjusted Routine Maintenance O&M Payment = (annual Routine O&M Payment) x CPI/(BICPI). 8.1.3.2. For the annual payments set forth in the Renewal Work Payment Schedule shown in Exhibit 4, based on changes in the ENR CCI as follows: (da) The ENR CCI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICCI); and (b) The annual payments set forth in the Renewal Work Payment Schedule shown in Exhibit 4 shall be escalated or reduced by multiplying the annual amount payable in such year by the ENR CCI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICCI. (c) The formula that reflects the foregoing related to Renewal Work Payments is: Adjusted Renewal Work Payments = (annual Renewal Work Payments) x CPI/BICPIENR CCI/(BICCI). 8.1.4 If DB Contractor fails to fulfill any requirement or obtain any TxDOT approval or third party approval that the CMA COMA Documents indicate is to be fulfilled or obtained prior to the Initial Maintenance Term Commencement Date, TxDOT shall have the right, in its discretion, to prohibit DB Contractor from commencing the Maintenance Services until the requirement or approval is obtained. In such case, DB Contractor (a) shall have no right to compensation allocable to the period of such delay in commencing Maintenance Services beyond the Initial Maintenance Term Commencement Date, and (b) shall pay to TxDOT, within ten Days after receipt of written demand, the excess, if any, of TxDOT’s Recoverable Costs of carrying out or providing for the carrying out of Maintenance Services during such period over the Maintenance Price TxDOT would have paid DB Contractor for such period had it commenced Maintenance Services on the Initial Maintenance Term Commencement Date. The foregoing is in addition to any other remedy available to TxDOT under this Comprehensive Maintenance Agreement on account of such failure.

Payment for Maintenance Services. 8.1.1 During the term of this Capital Comprehensive Maintenance Agreement, in full consideration for the performance by the DB Contractor of its duties and obligations under the CMA COMA Documents, TxDOT shall pay the amounts determined as set forth in Section 8.1.2, as adjusted in accordance with Section 8.1.3 (“Maintenance Price”) subject only to Section 8.1.4 and to such additions to and deductions from the compensation as may be provided for pursuant to Section 10. The Maintenance Price shall be paid in accordance with this Section 8.1. The Maintenance Price (and the individual components thereof) shall be increased or decreased only by a Change Order issued in accordance with Section 10, by an amendment to this Capital Comprehensive Maintenance Agreement, or as provided in Section 8.1.4. No portion of the Maintenance Price shall be payable on account of services provided: (a) prior to the Initial Maintenance Term Commencement Date, except for those tasks expressly required by the CMA COMA Documents to be performed, and that are performed performed, by DB Contractor, Contractor after issuance of Maintenance NTP1 and prior to the Initial Maintenance Term Commencement Date, or (b) after the termination, expiration or earlier termination non-renewal of the Maintenance Period. 8.1.2 Subject to Section 8.1.4, DB Contractor shall be paid for Maintenance Services provided under this Capital Comprehensive Maintenance Agreement, a monthly payment equivalent to one-twelfth (1/12) of the sum of (a) the annual payments for Routine Maintenance set forth in the Routine Maintenance O&M Payment Schedule in Exhibit 4, plus (b) the annual payments for Renewal Work set forth in the Renewal Work Payment Schedule in Exhibit 4, plus (c) the annual payments set forth in the Incident Response Work Payment Schedule in Exhibit 4. Such amount shall be payable in arrears pursuant to Draw Requests submitted on the first day of each month of such Maintenance Term year. 8.1.3 The annual Maintenance Price (MP) will be escalated or reduced in accordance with this Section 8.1.3as 8.1.3.1. For the annual payments set forth in the Routine Maintenance Payment Schedule and Renewal Work O&M Payment Schedule shown in Exhibit 4, based on changes in CPI as follows: (a) The CPI for the month three months prior to the month in which this Capital Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Routine O&M Payment Schedule shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing related to Routine Maintenance Payments is: Adjusted Routine Maintenance O&M Payment = (annual Routine O&M Payment) x CPI/(BICPI). 8.1.3.2. For the annual payments set forth in the Renewal-Other Work Payment Schedule, based on changes in the ENR CCI as follows: (da) The ENR CCI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICCI); and (b) The annual payments set forth in the Renewal-Other Work Payment Schedule shall be escalated or reduced by multiplying the annual amount payable in such year by the ENR CCI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICCI. (c) The formula that reflects the foregoing related to Renewal Work Payments is: Adjusted Renewal Work Payments = (annual Renewal Renewal-Other Work Payments) x CPI/ENR CCI/(BICCI). 8.1.3.3. For the annual payments set forth in the Incident Response Work Payment Schedule, based on changes in the CPI as follows: (a) The CPI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Incident Response Work Payment Schedule shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing is: Adjusted Incident Response Work Payment = (annual Routine Response Work Payment) x CPI/(BICPI). 8.1.4 If DB Contractor fails to fulfill any requirement or obtain any TxDOT approval or third party approval that the CMA COMA Documents indicate is to be fulfilled or obtained prior to the Initial Maintenance Term Commencement Date, TxDOT shall have the right, in its discretion, to prohibit DB Contractor from commencing the Maintenance Services until the requirement or approval is obtained. In such case, DB Contractor (a) shall have no right to compensation allocable to the period of such delay in commencing Maintenance Services beyond the Initial Maintenance Term Commencement Date, and (b) shall pay to TxDOT, within ten days after receipt of written demand, the excess, if any, of TxDOT’s Recoverable Costs of carrying out or providing for the carrying out of Maintenance Services during such period over the Maintenance Price TxDOT would have paid DB Contractor for such period had it commenced Maintenance Services on the Initial Maintenance Term Commencement Date. The foregoing is in addition to any other remedy available to TxDOT under this Comprehensive Maintenance Agreement on account of such failure.

Payment for Maintenance Services. 8.1.1 During the term of this Capital Comprehensive Maintenance Agreement, in full consideration for the performance by the DB Contractor of its duties and obligations under the CMA COMA Documents, TxDOT shall pay the amounts determined as set forth in Section 8.1.2, as adjusted in accordance with Section 8.1.3 (“Maintenance Price”) subject only to Section 8.1.4 and to such additions to and deductions from the compensation as may be provided for pursuant to Section 10. The Maintenance Price shall be paid in accordance with this Section 8.1. The Maintenance Price (and the individual components thereof) shall be increased or decreased only by a Change Order issued in accordance with Section 10, by an amendment to this Capital Comprehensive Maintenance Agreement, or as provided in Section 8.1.4. No portion of the Maintenance Price shall be payable on account of services provided: (a) prior to the Initial Maintenance Term Commencement Date, except for those tasks expressly required by the CMA COMA Documents to be performed, and that are performed performed, by DB Contractor, Contractor after issuance of Maintenance NTP1 and prior to the Initial Maintenance Term Commencement Date, or (b) after the termination, expiration or earlier termination non-renewal of the Maintenance Period. 8.1.2 Subject to Section 8.1.4, DB Contractor shall be paid for Maintenance Services provided under this Capital Comprehensive Maintenance Agreement, a monthly payment equivalent to one-twelfth (1/12) of the sum of (a) the annual payments for Routine Maintenance set forth in the Routine Maintenance O&M Payment Schedule in Exhibit 4, plus (b) the annual payments for Renewal Work set forth in the Renewal Work Payment Schedule in Exhibit 4, plus (c) the annual payments set forth in the Incident Response Work Payment Schedule in Exhibit 4. Such amount shall be payable in arrears pursuant to Draw Requests submitted on the first day of each month of such Maintenance Term year.Term 8.1.3 The annual Maintenance Price (MP) will be escalated or reduced in accordance with this Section 8.1.3as 8.1.3.1. For the annual payments set forth in the Routine Maintenance Payment Schedule and Renewal Work O&M Payment Schedule shown in Exhibit 4, based on changes in CPI as follows: (a) The CPI for the month three months prior to the month in which this Capital Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Routine O&M Payment Schedule shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing related to Routine Maintenance Payments is: Adjusted Routine Maintenance O&M Payment = (annual Routine O&M Payment) x CPI/(BICPI). 8.1.3.2. For the annual payments set forth in the Renewal-Other Work Payment Schedule, based on changes in the ENR CCI as follows: (da) The ENR CCI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICCI); and (b) The annual payments set forth in the Renewal-Other Work Payment Schedule shall be escalated or reduced by multiplying the annual amount payable in such year by the ENR CCI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICCI. (c) The formula that reflects the foregoing related to Renewal Work Payments is: Adjusted Renewal Work Payments = (annual Renewal Renewal-Other Work Payments) x CPI/ENR CCI/(BICCI). 8.1.3.3. For the annual payments set forth in the Incident Response Work Payment Schedule, based on changes in the CPI as follows: (a) The CPI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Incident Response Work Payment Schedule shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing is: Adjusted Incident Response Work Payment = (annual Routine Response Work Payment) x CPI/(BICPI). 8.1.4 If DB Contractor fails to fulfill any requirement or obtain any TxDOT approval or third party approval that the CMA COMA Documents indicate is to be fulfilled or obtained prior to the Initial Maintenance Term Commencement Date, TxDOT shall have the right, in its discretion, to prohibit DB Contractor from commencing the Maintenance Services until the requirement or approval is obtained. In such case, DB Contractor (a) shall have no right to compensation allocable to the period of such delay in commencing Maintenance Services beyond the Initial Maintenance Term Commencement Date, and (b) shall pay to TxDOT, within ten days after receipt of written demand, the excess, if any, of TxDOT’s Recoverable Costs of carrying out or providing for the carrying out of Maintenance Services during such period over the Maintenance Price TxDOT would have paid DB Contractor for such period had it commenced Maintenance Services on the Initial Maintenance Term Commencement Date. The foregoing is in addition to any other remedy available to TxDOT under this Comprehensive Maintenance Agreement on account of such failure.

Payment for Maintenance Services. 8.1.1 During the term of this Capital Comprehensive Maintenance Agreement, in full consideration for the performance by the DB Contractor of its duties and obligations under the CMA COMA Documents, TxDOT shall pay the amounts determined as set forth in Section 8.1.2, as adjusted in accordance with Section 8.1.3 (“Maintenance Price”) subject only to Section 8.1.4 and to such additions to and deductions from the compensation as may be provided for pursuant to Section 10. The Maintenance Price shall be paid in accordance with this Section 8.1. The Maintenance Price (and the individual components thereof) shall be increased or decreased only by a Change Order issued in accordance with Section 10, by an amendment to this Capital Comprehensive Maintenance Agreement, or as provided in Section 8.1.4. No portion of the Maintenance Price shall be payable on account of services provided: (a) prior to the Initial Maintenance Term Commencement Date, except for those tasks expressly required by the CMA COMA Documents to be performed, and that are performed by DB Contractor, after issuance of Maintenance NTP1 and prior to the Initial Maintenance Term Commencement Date, or (b) after the expiration or earlier termination the Maintenance Period. 8.1.2 Subject to Section 8.1.4, DB Contractor shall be paid for Maintenance Services provided under this Capital Comprehensive Maintenance Agreement, a monthly payment equivalent to one-twelfth (1/12) of the sum of (a) the annual payments for Routine Maintenance set forth in the Routine Maintenance O&M Payment Schedule in Exhibit 4, plus (b) the annual payments for Renewal Work set forth in the Renewal Work Payment Schedule in Exhibit 4. Such amount shall be payable in arrears pursuant to Draw Requests submitted on the first day of each month of such Maintenance Term year. 8.1.3 The annual Maintenance Price (MP) will be escalated or reduced in accordance with this Section 8.1.3as 8.1.3.1. For the annual payments set forth in the Routine Maintenance Payment Schedule and Renewal Work O&M Payment Schedule shown in Exhibit 4, based on changes in CPI as follows: (a) The CPI for the month three months prior to the month in which this Capital Comprehensive Maintenance Agreement is executed will establish the Base Index (BICPI); and (b) The annual payments set forth in the Routine O&M Payment Schedule shown in Exhibit 4 shall be escalated or reduced by multiplying the annual amount payable for such year by the CPI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICPI. (c) The formula that reflects the foregoing related to Routine Maintenance Payments is: Adjusted Routine Maintenance O&M Payment = (annual Routine O&M Payment) x CPI/(BICPI). 8.1.3.2. For the annual payments set forth in the Renewal Work Payment Schedule shown in Exhibit 4, based on changes in the ENR CCI as follows: (da) The ENR CCI for the month three months prior to the month in which this Comprehensive Maintenance Agreement is executed will establish the Base Index (BICCI); and (b) The annual payments set forth in the Renewal Work Payment Schedule shown in Exhibit 4 shall be escalated or reduced by multiplying the annual amount payable in such year by the ENR CCI for the month that is three months prior to the month in which the applicable year commences and dividing such amount by the BICCI. (c) The formula that reflects the foregoing related to Renewal Work Payments is: Adjusted Renewal Work Payments = (annual Renewal Work Payments) x CPI/BICPIENR CCI/(BICCI). 8.1.4 If DB Contractor fails to fulfill any requirement or obtain any TxDOT approval or third party approval that the CMA COMA Documents indicate is to be fulfilled or obtained prior to the Initial Maintenance Term Commencement Date, TxDOT shall have the right, in its discretion, to prohibit DB Contractor from commencing the Maintenance Services until the requirement or approval is obtained. In such case, DB Contractor (a) shall have no right to compensation allocable to the period of such delay in commencing Maintenance Services beyond the Initial Maintenance Term Commencement Date, and (b) shall pay to TxDOT, within ten Days after receipt of written demand, the excess, if any, of TxDOT’s Recoverable Costs of carrying out or providing for the carrying out of Maintenance Services during such period over the Maintenance Price TxDOT would have paid DB Contractor for such period had it commenced Maintenance Services on the Initial Maintenance Term Commencement Date. The foregoing is in addition to any other remedy available to TxDOT under this Comprehensive Maintenance Agreement on account of such failure.