Common use of Procedures and Practices Clause in Contracts

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five Business Days’ Notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in the City of Toronto, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five Business Days after the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five Business Days after receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Facilities Management Committee may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Site, the Facility, in the City of Toronto, Toronto or in any other location in Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one For the period from the establishment of whom shall be the Contracting Authority Representative) Facilities Management Committee until the Substantial Completion Date, 1 representative of HMQ, 1 representative of Project Co, 1 representative of ORC and two representatives appointed by Project Co (one 1 representative of whom shall be the Project Co Representative) MAG shall constitute a quorum at any meeting of the Works Facilities Management Committee. For the period from the day after the Substantial Completion Date until the Termination Date, 1 representative of MAG, 1 representative of ORC and 1 representative of Project Co shall constitute a quorum at any meeting of the Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority HMQ notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority HMQ disagrees with the contents of the minutes, Project Co and Contracting Authority HMQ shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority HMQ and MAG during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoOttawa, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. ‌ (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative, the Contracting Authority Representatives Representative and any of MTO’s or IO’s representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in at the City of TorontoMTO Regional Office at 000 Xxxxxx Xxxx, OntarioXxxxxx, Xxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) ), and two 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee HRRH Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of Toronto, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of HRRH (one of whom shall be the Contracting Authority HRRH Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co HRRH. HRRH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies HRRH and IO within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, HRRH and Contracting Authority IO shall be deemed to have approved such minutes. Project Co HRRH shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority CTC Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of Torontocity in which the Facility is located, or in any other location in Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority the CTC (one of whom shall be the Contracting Authority CTC Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the CTC notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority the CTC disagrees with the contents of the minutes, Project Co and Contracting Authority the CTC shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the CTC during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee WCH Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of WCH (one of whom shall be the Contracting Authority WCH Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co WCH. WCH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies WCH and IO within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, WCH and Contracting Authority IO shall be deemed to have approved such minutes. Project Co WCH shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in at the City of Toronto, OntarioSite. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the The Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be , the Project Co RepresentativeRepresentative and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoWindsor, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoGreaxxx Xxxxxxx Xxxx, OntarioXxxxxxx. Meetings Xxetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, THP and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Maintenance Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Maintenance Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Maintenance Committee such other persons as the members of the Works Maintenance Committee may agree; (iii) exclude from any meeting of the Works Maintenance Committee such persons as the members of the Works Maintenance Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Maintenance Committee. (b) Once established, the Works Maintenance Committee shall meet at least once each month from Financial Close until during the Final Completion DateMaintenance Period, unless otherwise agreed by the members of the Works Maintenance Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Maintenance Committee may convene a special meeting of the Works Maintenance Committee at any time. Special meetings of the Works Maintenance Committee may be convened on not less than five 5 Business Days’ Notice to all members of the Works Maintenance Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Maintenance Committee, the Works Maintenance Committee shall meet at the Site in the City of Toronto, Ottawa or in any other location in Ontario. Meetings of the Works Maintenance Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Maintenance Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of Project Co, one representative of whom shall be the Contracting Authority Representative) Maintenance and Rehabilitation Contractor, and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) City shall constitute a quorum at any meeting of the Works Maintenance Committee. A quorum of members may exercise all the powers of the Works Maintenance Committee. The members shall not transact business at a meeting of the Works Maintenance Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Maintenance Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the City. The City shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies the City within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, the City and Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co The City shall maintain a complete set of all minutes of the meetings of the Works Maintenance Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee WGH Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of TorontoWoodstock, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five Business Days after the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five Business Days after receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoMarkham, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee HHS Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of TorontoOakville, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of HHS (one of whom shall be the Contracting Authority HHS Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co HHS. HHS shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies HHS and IO within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, HHS and Contracting Authority IO shall be deemed to have approved such minutes. Project Co HHS shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative, the Contracting Authority Representatives IO Representative and any of MCSCS’ representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of Toronto, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of IO (one of whom shall be the Contracting Authority IO Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and two representatives of MCSCS shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co IO. IO shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies IO within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, IO and Contracting Authority MCSCS shall be deemed to have approved such minutes. Project Co IO shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee NHS Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of TorontoSt. Catharines, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority of NHS (one of whom shall be the Contracting Authority NHS Representative) and two ), 2 representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of Infrastructure Ontario (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co NHS. NHS shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies NHS within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, NHS and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co NHS shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoCambridge, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, CMH and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Facilities Management Committee may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of Toronto, Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of HRRH, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of IO (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co HRRH. HRRH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies HRRH within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, HRRH and Contracting Authority IO shall be deemed to have approved such minutes. Project Co HRRH shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority JBH Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of TorontoBurlington, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority JBH (one of whom shall be the Contracting Authority JBH Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority JBH notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co and Contracting Authority JBH shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority JBH during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority College Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of TorontoMississauga, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority the College (one of whom shall be the Contracting Authority College Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the College notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co and Contracting Authority the College shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the College during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee CAMH Representative may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of Toronto, Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of CAMH, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of Infrastructure Ontario (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co CAMH. CAMH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies CAMH within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, CAMH and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co CAMH shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee WGH Representative may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of TorontoWoodstock, Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (Prior to the Final Completion Date, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by WGH, one representative of Project Co and the representative of Infrastructure Ontario (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. On and after the Final Completion Date, one representative of WGH and one representative of Project Co shall constitute a quorum at any meeting of the Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co WGH. WGH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies WGH within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, WGH and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co WGH shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, CHH and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at a Site, a Facility or another location in the City of Toronto, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, HMQ and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Works Committee End Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project DB Co Representatives or the Contracting Authority City Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in the City of TorontoOttawa, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Four representatives appointed by Contracting Authority the City (one of whom shall be the Contracting Authority City Representative) and two three representatives appointed by Project DB Co (one of whom shall be the Project DB Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project DB Co. Project DB Co shall circulate copies of such minutes within five 5 Business Days after the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the City notifies Project DB Co within five 5 Business Days after receipt of the minutes that Contracting Authority the City disagrees with the contents of the minutes, Project DB Co and Contracting Authority the City shall be deemed to have approved such minutes. Project DB Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the City during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoMississauga, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Bypass Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Bypass Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Bypass Management Committee such other persons as the members of the Works Bypass Management Committee may agree; (iii) exclude from any meeting of the Works Bypass Management Committee such persons as the members of the Works Bypass Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Bypass Management Committee. (b) Once established, the Works Bypass Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Bypass Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Bypass Management Committee may convene a special meeting of the Works Bypass Management Committee at any time. Special meetings of the Works Bypass Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Bypass Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Bypass Management Committee, the Works Bypass Management Committee shall meet at the Site, in the City of Toronto, OntarioXxxxxx or in any other location in the Province of Saskatchewan. Meetings of the Works Bypass Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Bypass Management Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) Ministry and two representatives appointed by 1 representative of Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Bypass Management Committee. A quorum of members may exercise all the powers of the Works Bypass Management Committee. The members shall not transact business at a meeting of the Works Bypass Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Bypass Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Ministry. The Ministry shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies the Ministry within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, the Ministry and Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co The Ministry shall maintain a complete set of all minutes of the meetings of the Works Bypass Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee SJHC Representative may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of TorontoLondon or St. Xxxxxx, Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of SJHC, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of Infrastructure Ontario (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co SJHC. SJHC shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies SJHC within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, SJHC and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co SJHC shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of TorontoWellington County, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee SJHC Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Sites, the Facility or another location in the City of TorontoLondon or St. Xxxxxx, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of SJHC (one of whom shall be the Contracting Authority SJHC Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of Infrastructure Ontario (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co SJHC. SJHC shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies SJHC within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, SJHC and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co SJHC shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five Business Days’ Notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five Business Days after the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five Business Days after receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time;; Amended and Restated Project Agreement CONFIDENTIAL AND PROPRIETARY Page 56 CAN: 26350049.2 BD-#30398459-v2 (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee (other than members of the Works Committee) such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close the Design and Construction Works Commencement Date until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative and any of the Contracting Authority Representatives City’s representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the System, elsewhere in the City of TorontoOttawa, Ontario or in any other location in Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five Business Days after the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five Business Days after receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.and

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoOshawa, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Lands, in the City of TorontoGrimsby, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and ), two representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the PGW Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority HMQ Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days‟ notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority of HMQ (one of whom shall be the Contracting Authority HMQ Representative) and two ), 2 representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and at least one representative of each of City, UofT and TO2015 shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co HMQ. HMQ shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies HMQ within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co and Contracting Authority HMQ shall be deemed to have approved such minutes. Project Co HMQ shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee CAMH Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility or another location in the City of Toronto, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority of CAMH (one of whom shall be the Contracting Authority CAMH Representative) and two ), 2 representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of Infrastructure Ontario (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co CAMH. CAMH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies CAMH within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, CAMH and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co CAMH shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoSt. Xxxxxx, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, STEGH and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative, the Contracting Authority Representatives HMQ Representative and any of MAG's representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site in the City of TorontoThunder Bay, Ontario or in any other location in Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority of HMQ (one of whom shall be the Contracting Authority HMQ Representative) and two ), 2 representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and 2 representatives of MAG shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority HMQ notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority HMQ disagrees with the contents of the minutes, HMQ, Project Co and Contracting Authority MAG shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority HMQ and MAG during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month for each Facility from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative, the Contracting Authority Representatives Representative and any of MAG’s representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in the City of Toronto, OntarioOntario in respect of the TRBC Facility and Brampton, Ontario in respect of the BCA Facility. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by of Contracting Authority (one of whom shall be the Contracting Authority Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and two representatives of MAG shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Co, Contracting Authority and MAG shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five Business Days’ Notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in the City city of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating partic ipating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five Business Days after the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five Business Days after receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Lands, in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee NHS Representative may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of TorontoSt. Catharines, Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of NHS, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of Infrastructure Ontario (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co NHS. NHS shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies NHS within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, NHS and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co NHS shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives Representative and any of the Ministry’s representatives or the Contracting Authority Representatives SaskBuild representative on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of Toronto, OntarioXxxxxx or in any other location in the Province of Saskatchewan. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Ministry, the Ministry Representative) , the SaskBuild representative and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) Representative shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the Ministry notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority the Ministry disagrees with the contents of the minutes, the Ministry and Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the Ministry and the SaskBuild representative during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet in at the City of Toronto, OntarioJoint Planning Office at Kingston General Hospital. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Owner and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representatives, the Contracting Authority Representatives and any of MCSCS’s representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at each Site, in the City of Toronto, Ontario, Orillia, Ontario or in such other location as may be determined by Contracting Authority in its sole discretion. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and ), two representatives appointed by Project Co (one of whom shall be the Project Co Representative) and two representatives of MCSCS shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, MCSCS and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative, the Contracting Authority Representatives IO Representative and any of MCSCS’ representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility, in the City of Toronto, Ontario or in any other location in Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of IO (one of whom shall be the Contracting Authority IO Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and two representatives of MCSCS shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co IO. IO shall circulate copies of such minutes within five Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies IO within five Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, IO and Contracting Authority MCSCS shall be deemed to have approved such minutes. Project Co IO shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Facilities Management Committee may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of WCH, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of IO (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co WCH. WCH shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies WCH within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, WCH and Contracting Authority IO shall be deemed to have approved such minutes. Project Co WCH shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. ‌ (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of TorontoAjax, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Facilities Management Committee may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of TorontoOakville, Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of HHS, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of IO (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co HHS. HHS shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies HHS within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, HHS and Contracting Authority IO shall be deemed to have approved such minutes. Project Co HHS shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee HMQ Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site or another location in the City of Toronto, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of HMQ (one of whom shall be the Contracting Authority HMQ Representative) and two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co HMQ. HMQ shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies HMQ within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co and Contracting Authority HMQ shall be deemed to have approved such minutes. Project Co HMQ shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Maintenance Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Maintenance Committee as they consider appropriate from time to time;; Amended and Restated Project Agreement CONFIDENTIAL AND PROPRIETARY Page 59 CAN: 26350049.2 BD-#30398459-v2 (ii) invite to any meeting of the Works Maintenance Committee such other persons as the members of the Works Maintenance Committee may agree; (iii) exclude from any meeting of the Works Maintenance Committee (other than members of the Maintenance Committee) such persons as the members of the Works Maintenance Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Maintenance Committee. (b) Once established, the Works Maintenance Committee shall meet at least once each month from Financial Close until during the Final Completion DateMaintenance Term, unless otherwise agreed by the members of the Works Maintenance Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Maintenance Committee may convene a special meeting of the Works Maintenance Committee at any time. Special meetings of the Works Maintenance Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Maintenance Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Maintenance Committee, the Works Maintenance Committee shall meet at the Site, the System, elsewhere in the City of TorontoOttawa, Ontario or in any other location in Ontario. Meetings of the Works Maintenance Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Maintenance Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) City and two representatives appointed by 1 representative of Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Maintenance Committee. A quorum of members may exercise all the powers of the Works Maintenance Committee. The members shall not transact business at a meeting of the Works Maintenance Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Maintenance Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five Business Days after receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.or

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons (other than members of the Works Committee) as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of Either the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee Osler Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Existing Facilities or another location in the City of TorontoEtobicoke, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Two representatives appointed by Contracting Authority of Xxxxx (one of whom shall be the Contracting Authority Osler Representative) and ), two representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and the representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co Xxxxx. Xxxxx shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies Xxxxx and IO within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Osler and Contracting Authority IO shall be deemed to have approved such minutes. Project Co Osler shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority College Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City The Township of TorontoKing, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority the College (one of whom shall be the Contracting Authority College Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the College notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co and Contracting Authority the College shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the College during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives Representative or the Contracting Authority Representatives on the Works Committee City Representative may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five Business Days’ Notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site in the City of Toronto, Ottawa or in any other location in Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three Four representatives appointed by Contracting Authority of the City (one of whom shall be the Contracting Authority City Representative) and two the three representatives appointed by of Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the City notifies Project Co within five Business Days after of receipt of the minutes that Contracting Authority the City disagrees with the contents of the minutes, the City and Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the City during regular business hours.

Procedures and Practices. (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoOttawa, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, UOHI and Contracting Authority Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or Representative, the Contracting Authority Representatives HMQ Representative and any of MAG's representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, the Facility, in the City of Toronto, Ontario or in any other location in Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority of HMQ (one of whom shall be the Contracting Authority HMQ Representative) and two ), 2 representatives appointed by of Project Co (one of whom shall be the Project Co Representative) and 2 representatives of MAG shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority HMQ notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority HMQ disagrees with the contents of the minutes, HMQ, Project Co and Contracting Authority MAG shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority HMQ and MAG during regular business hours.

Procedures and Practices. ‌ (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet in the City of TorontoXxxxxxx, OntarioXxxxxxx. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) ), and two 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority disagrees with the contents of the minutes, Project Co and Contracting Authority shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term and at least once each month during the TIC Interim Period, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee Facilities Management Committee, may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Site, the Facility, in the City of Toronto, Toronto or in any other location in Ontario. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (For the period from the establishment of the Facilities Management Committee until the Substantial Completion Date, one representative of whom shall be the Contracting Authority Representative) IO, one representative of Project Co, one representative of ORC and two representatives appointed by Project Co (one representative of whom shall be the Project Co Representative) MCSCS shall constitute a quorum at any meeting of the Works Facilities Management Committee. For the period from the day after the Substantial Completion Date until the Termination Date, one representative of MCSCS, one representative of ORC and one representative of Project Co shall constitute a quorum at any meeting of the Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co ORC. IO shall use commercially reasonable efforts to cause ORC to circulate copies of such minutes within five Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies IO within five Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, IO, ORC and Contracting Authority MCSCS shall be deemed to have approved such minutes. Project Co ORC shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Committee such other persons as the members of the Works Committee may agree; (iii) exclude from any meeting of the Works Committee such persons as the members of the Works Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Committee. (b) Once established, the Works Committee shall meet at least once each month from Financial Close until the Final Completion Date, unless otherwise agreed by the members of the Works Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority CTC Representatives on the Works Committee may convene a special meeting of the Works Committee at any time. Special meetings of the Works Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Committee, the Works Committee shall meet at the Site, in the City of TorontoXxxxxxxx, Ontario. Meetings of the Works Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Committee must attend in person at least once each calendar quarter. (e) Three 2 representatives appointed by Contracting Authority the CTC (one of whom shall be the Contracting Authority CTC Representative) and two ), 2 representatives appointed by Project Co (one of whom shall be the Project Co Representative) and a representative of IO (or a delegate thereof) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority the CTC notifies Project Co within five 5 Business Days after of receipt of the minutes that Contracting Authority the CTC disagrees with the contents of the minutes, Project Co and Contracting Authority the CTC shall be deemed to have approved such minutes. Project Co shall maintain a complete set of all minutes of the meetings of the Works Committee and shall make such minutes available for inspection by Contracting Authority the CTC during regular business hours.

Procedures and Practices. ‌ (a) The members of the Works Work Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Work Committee and establish such subcommittees of the Work Committee, as they consider appropriate from time to time; (ii) invite to any meeting of the Works Work Committee such other persons as the members of the Works Work Committee may agree; (iii) exclude from any meeting of the Works Work Committee such persons as the members of the Works Work Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Work Committee. (b) Once established, the Works Work Committee shall meet at least once each month from Financial Close the date of this Project Agreement until the Final Completion Date, unless otherwise agreed by the members of the Works Work Committee or the Parties. (c) Any one of the Project Co Representatives or the Contracting Authority Representatives on the Works Committee The Consultant may convene a special meeting of the Works Work Committee at any time. Special meetings of the Works Work Committee may be convened on not less than five 5 Business Days’ Notice notice to all members of the Works Committee Work Committee, identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Work Committee, the Works Work Committee shall meet at the Site, the Facility or another location in the City of TorontoBrockville, Ontario. Meetings of the Works Work Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Work Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (one of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co (one of whom shall be the Project Co Representative) shall constitute a quorum at any meeting of the Works Committee. A quorum of members may exercise all the powers of the Works Committee. The members shall not transact business at a meeting of the Works Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Work Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co the Consultant. The Consultant shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decisionmeeting. Unless Contracting Authority notifies Project Co notifies the Consultant within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co and Co, Contracting Authority and Infrastructure Ontario shall be deemed to have approved such minutes. Project Co The Consultant shall maintain a complete set of all minutes of the meetings of the Works Work Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.

Procedures and Practices. (a) The members of the Works Facilities Management Committee may: (i) adopt such procedures and practices for the conduct of the activities of the Works Facilities Management Committee as they consider appropriate from time to time; (ii) invite to any meeting of the Works Facilities Management Committee such other persons as the members of the Works Facilities Management Committee may agree; (iii) exclude from any meeting of the Works Facilities Management Committee such persons as the members of the Works Facilities Management Committee may agree; and (iv) receive and review reports from any person or organization agreed to by the members of the Works Facilities Management Committee. (b) Once established, the Works Facilities Management Committee shall meet at least once each month from Financial Close until during the Final Completion DateOperational Term, unless otherwise agreed by the members of the Works Facilities Management Committee or the Parties. (c) Any one member of the Project Co Representatives or the Contracting Authority Representatives on the Works Facilities Management Committee may convene a special meeting of the Works Facilities Management Committee at any time. Special meetings of the Works Facilities Management Committee may be convened on not less than five 5 Business Days’ Notice Days notice to all members of the Works Facilities Management Committee identifying the agenda items to be discussed at the special meeting, provided that, in an Emergency, a meeting may be called at any time on such Notice notice as may be reasonable in the circumstances. (d) Unless otherwise agreed by the members of the Works Facilities Management Committee, the Works Facilities Management Committee shall meet at the Facility or another location in the City of Toronto, OntarioGreater Toronto Area. Meetings of the Works Facilities Management Committee may be held by means of such telephonic, electronic or other communication facilities as permit all persons participating in the meeting to communicate with each other simultaneously and instantaneously. A person participating in a meeting by such means will be deemed to be present at such meeting, provided that each member of the Works Facilities Management Committee must attend in person at least once each calendar quarter. (e) Three representatives appointed by Contracting Authority (One representative of Osler, one representative of whom shall be the Contracting Authority Representative) and two representatives appointed by Project Co and, for the period from the establishment of the Facilities Management Committee until the Final Completion Date, the representative of IO (one of whom shall be the Project Co Representativeor a delegate thereof) shall constitute a quorum at any meeting of the Works Facilities Management Committee. A quorum of members may exercise all the powers of the Works Facilities Management Committee. The members shall not transact business at a meeting of the Works Facilities Management Committee unless a quorum is present. (f) Minutes of all meetings, recommendations and decisions of the Works Facilities Management Committee, including those made by telephone or other form of communication, shall be recorded and maintained by Project Co. Project Co Xxxxx. Xxxxx shall circulate copies of such minutes within five 5 Business Days after of the holding of the meeting or the making of the recommendation or decision. Unless Contracting Authority notifies Project Co notifies Xxxxx within five 5 Business Days after of receipt of the minutes that Contracting Authority Project Co disagrees with the contents of the minutes, Project Co Co, Osler and Contracting Authority IO shall be deemed to have approved such minutes. Project Co Xxxxx shall maintain a complete set of all minutes of the meetings of the Works Facilities Management Committee and shall make such minutes available for inspection by Contracting Authority Project Co during regular business hours.