Common use of RECORD PROVISIONS Clause in Contracts

RECORD PROVISIONS. General Requirements125 hubco shall retain and maintain all the records (including superseded records) referred to in Section 2 of this Schedule Part 14 in accordance with this Section 1 of Schedule Part 14, the requirements of Good Industry Practice, in chronological order, in a form that is capable of audit and at its own expense. hubco shall make such records available for inspection to the Authority where it has reasonable cause for requiring such records, on giving reasonable notice shall provide such facilities as the Authority may reasonably require for its representatives to visit any place where the records are held and examine the records maintained under this Schedule Part 14. Wherever practical, original records shall be retained and maintained in hard copy form. True copies of the original records may be kept by hubco where it is not practicable to retain original records. Those records relating to the Project Operations (including the design, construction and development, of the Facilities) shall be retained for the duration of the Agreement. Financial and other records (including without limitation all information provided in support of any Variation) shall be retained and maintained by hubco for a period of at least six (6) years after the Actual Completion Date in sufficient detail, in appropriate categories and generally in such a manner to enable hubco to comply with its obligations under Clause 48 (Information and Audit Access). Where hubco wishes to dispose of any records maintained as provided in this Part of this Schedule or in respect of which the required period for their retention has expired, then hubco shall notify the Authority and if, within forty (40) Business Days of such notice, the Authority elects to receive certain of those records, then hubco shall deliver up such records to the Authority in the manner and at the location as the Authority shall reasonably specify, and the costs of retaining those records in safe storage and delivering up the same shall be borne by hubco. Subject to paragraph 5, for a period of not more than six (6) years following the termination for whatever reason of this Agreement, hubco shall retain in safe storage all such records as are referred to in Section 2 of this Schedule Part 14 which were in existence at the date of termination of this Agreement. On the expiry of such period or at the earlier request of the Authority, hubco shall deliver up all those records (or where those records are required by statute to remain with hubco or a Contracting Associate of hubco, copies thereof) to the Authority in the manner and at the location as the Authority shall reasonably specify. The Authority shall make available to hubco all the records hubco delivers up pursuant to this paragraph subject to reasonable notice. The costs of retaining those records in safe storage and delivering up the same shall be borne[: by hubco where the termination arises as a result of a hubco Event of Default; and by the Authority where the termination arises for any other cause. Any drawings required to be made or supplied pursuant to this Agreement shall be of a size appropriate to show the detail to be depicted clearly without magnifying aids and shall conform to British Standards 1192 or 308 or equivalent as appropriate. Where by prior agreement the Authority has agreed to accept microfilm, microfiche or other storage media (which must include secure back up facilities), drawings and other documents shall be made or supplied in such form as has been agreed. hubco shall use all reasonable endeavours to assist the Authority in its preparation of any report and/or return required pursuant to regulations, directions or guidance applicable to the Authority (in each case as amended replaced or consolidated from time to time) or as required by external agencies including without limitation, reports and returns regarding the physical condition of the Facilities, health and safety under the Fire (Scotland) Regulations 2005 and the Fire Safety (Scotland) Regulations 2006, relating to environmental health, by the Scottish Futures Trust[, Scottish Government Health Directorates126] or the Scottish Government from time to time. RECORDS TO BE KEPT127 This Agreement and the Project Documents including all amendments to such agreements. hubco shall at all times maintain a full record of particulars of the costs of performing the Project Operations. This shall require hubco to keep (and where appropriate to procure that the sub-contractors shall keep) books of account in accordance with best accountancy practice with respect to the Agreement showing in detail: administrative overheads; payments to Sub-Contractors and to sub-contractors; capital and revenue expenditure; such other items as the Authority may reasonably require to conduct cost audits for verification of cost expenditure or estimated expenditure, for the purpose of Schedule Part 13 (Variation Procedure), and xxxxx shall have (and procure that the sub-contractors shall have) the books of account evidencing the items listed in paragraphs 2.1 to 2.4 available for inspection by the Authority (and any expert) upon reasonable notice, and shall present a report of these to the Authority as and when requested. All other documents, software or other information expressly referred to in this Agreement. Records relating to the appointment and supersession of the Authority's Representative and xxxxx's Representative. Project Data. Documents, drawings, design data or submissions raised in accordance with Schedule Part 7 (Review Procedure). Documents relating to planning applications, consents, refusals and appeals. Records relating to any specialist or statutory inspections of the Facilities, including any roadways. Notices, reports, results and certificates relating to completion of the Works and completion of the commissioning activities. Documents relating to events of Force Majeure, Delay Events and Relief Events and the consequences of the same. Documents submitted in accordance with Schedule Part 13 (Variation Procedure) and all documents provided in support. Documents related to referrals to the Dispute Resolution Procedure. Tax invoices and records related to Value Added Tax. Records required by Law (including in relation to Health and Safety matters and health and safety files prepared pursuant to CDM Regulations) and all Consents. Documents relating to insurance and insurance claims. All other records, notices or certificates required to be produced and/or maintained by hubco pursuant to this Agreement or any Project Document. DISPUTE RESOLUTION PROCEDURE128 The procedure set out in this Schedule Part 15 (the "Dispute Resolution Procedure") shall apply to any dispute, claim or difference arising out of or relating to this Agreement ("Dispute") except where it has been excluded from this procedure by any express term of this Agreement. This Dispute Resolution Procedure shall not impose any pre-condition on either party or otherwise prevent or delay either party from commencing proceedings in any court of competent jurisdiction in relation to any Dispute in which that party requires either: an order (whether interlocutory or final) restraining the other party from doing any act or compelling the other party to do any act; or a decree for a liquidated sum to which there is no stateable defence. MEDIATION Without prejudice to paragraph 4 below, if the parties have been unable between themselves to resolve the Dispute within twenty (20) Business Days of the Dispute arising, they may (if both parties so agree) refer the Dispute to mediation on such conditions as may be agreed between the parties. Any mediation shall be completed within thirty (30) Business Days of such referral and any agreement arising therefrom shall be recorded in writing and signed by the parties and shall be final and binding to the extent set out in such agreement unless otherwise agreed by the parties. For the avoidance of doubt, mediation shall not be a precondition to the commencement of adjudication or court proceedings.

RECORD PROVISIONS. General Requirements125 GENERAL REQUIREMENTS125 hubco shall retain and maintain all the records (including superseded records) referred to in Section 2 of this Schedule Part 14 in accordance with this Section 1 of Schedule Part 14, the requirements of Good Industry Practice, in chronological order, in a form that is capable of audit and at its own expense. hubco shall make such records available for inspection to the Authority where it has reasonable cause for requiring such records, on giving reasonable notice shall provide such facilities as the Authority may reasonably require for its representatives to visit any place where the records are held and examine the records maintained under this Schedule Part 14. Wherever practical, original records shall be retained and maintained in hard copy form. True copies of the original records may be kept by hubco where it is not practicable to retain original records. Those records relating to the Project Operations (including the design, construction and development, of the Facilities) shall be retained for the duration of the this Agreement. Financial and other records (including without limitation all information provided in support of any Variation) shall be retained and maintained by hubco for a period of at least six (6) years after the Actual Completion Date in sufficient detail, in appropriate categories and generally in such a manner to enable hubco to comply with its obligations under Clause 48 (Information and Audit Access). Where hubco wishes to dispose of any records maintained as provided in this Part of this Schedule or in respect of which the required period for their retention has expired, then hubco shall notify the Authority and if, within forty (40) Business Days of such notice, the Authority elects to receive certain of those records, then hubco shall deliver up such records to the Authority in the manner and at the location as the Authority shall reasonably specify, and the costs of retaining those records in safe storage and delivering up the same shall be borne by hubco. Subject to paragraph 5, for a period of not more than six (6) years following the termination for whatever reason of this Agreement, hubco shall retain in safe storage all such records as are referred to in Section 2 of this Schedule Part 14 which were in existence at the date of termination of this Agreement. On the expiry of such period or at the earlier request of the Authority, hubco shall deliver up all those records (or where those records are required by statute to remain with hubco or a Contracting Associate of hubco, copies thereof) to the Authority in the manner and at the location as the Authority shall reasonably specify. The Authority shall make available to hubco all the records hubco delivers up pursuant to this paragraph subject to reasonable notice. The costs of retaining those records in safe storage and delivering up the same shall be borne[: by hubco where the termination arises as a result of a hubco Event of Default; and by the Authority where the termination arises for any other cause. Any drawings required to be made or supplied pursuant to this Agreement shall be of a size appropriate to show the detail to be depicted clearly without magnifying aids and shall conform to British Standards 1192 or 308 or equivalent as appropriate. Where by prior agreement the Authority has agreed to accept microfilm, microfiche or other storage media (which must include secure back up facilities), drawings and other documents shall be made or supplied in such form as has been agreed. hubco shall use all reasonable endeavours to assist the Authority in its preparation of any report and/or return required pursuant to regulations, directions or guidance applicable to the Authority (in each case as amended replaced or consolidated from time to time) or as required by external agencies including without limitation, reports and returns regarding the physical condition of the Facilities, health and safety under the Fire (Scotland) Regulations Act 2005 and the Fire Safety (Scotland) Regulations 2006, relating to environmental health, by the Scottish Futures Trust[, Scottish Government Health Directorates126] or the Scottish Government from time to time. RECORDS TO BE KEPT127 This Agreement and the Project Documents including all amendments to such agreements. hubco shall at all times maintain a full record of particulars of the costs of performing the Project Operations. This shall require hubco to keep (and where appropriate to procure that the sub-contractors shall keep) books of account in accordance with best accountancy practice with respect to the this Agreement showing in detail: administrative overheads; payments to Sub-Contractors and to sub-contractors; capital and revenue expenditure; such other items as the Authority may reasonably require to conduct cost audits for verification of cost expenditure or estimated expenditure, for the purpose of Schedule Part 13 (Variation Procedure), and xxxxx shall have (and procure that the sub-contractors shall have) the books of account evidencing the items listed in paragraphs 2.1 to 2.4 available for inspection by the Authority (and any expert) upon reasonable notice, and shall present a report of these to the Authority as and when requested. All other documents, software or other information expressly referred to in this Agreement. Records relating to the appointment and supersession of the Authority's Representative and xxxxx's Representative. Project Data. Documents, drawings, design data or submissions raised in accordance with Schedule Part 7 (Review Procedure). Documents relating to planning applications, consents, refusals and appeals. Records relating to any specialist or statutory inspections of the Facilities, including any roadways. Notices, reports, results and certificates relating to completion of the Works and completion of the commissioning activities. Documents relating to events of Force Majeure, Delay Events and Relief Events and the consequences of the same. Documents submitted in accordance with Schedule Part 13 (Variation Procedure) and all documents provided in support. Documents related to referrals to the Dispute Resolution Procedure. Tax invoices and records related to Value Added Tax. Records required by Law (including in relation to Health and Safety matters and health and safety files prepared pursuant to CDM Regulations) and all Consents. Documents relating to insurance and insurance claims. All other records, notices or certificates required to be produced and/or maintained by hubco pursuant to this Agreement or any Project Document. DISPUTE RESOLUTION PROCEDURE128 The procedure set out in this Schedule Part 15 (the "Dispute Resolution Procedure") shall apply to any dispute, claim or difference arising out of or relating to this Agreement ("Dispute") except where it has been excluded from this procedure by any express term of this Agreement. This Dispute Resolution Procedure shall not impose any pre-condition on either party or otherwise prevent or delay either party from commencing proceedings in any court of competent jurisdiction in relation to any Dispute in which that party requires either: an order (whether interlocutory interim or final) restraining or interdicting the other party from doing any act or compelling the other party to do any act; or a decree for a liquidated sum to which there is no stateable defence. MEDIATION Without prejudice to paragraph 4 below, if the parties have been unable between themselves to resolve the Dispute within twenty (20) Business Days of the Dispute arising, they may (if both parties so agree) refer the Dispute to mediation on such conditions as may be agreed between the parties. Any mediation shall be completed within thirty (30) Business Days of such referral and any agreement arising therefrom shall be recorded in writing and signed by the parties and shall be final and binding to the extent set out in such agreement unless otherwise agreed by the parties. For the avoidance of doubt, mediation shall not be a precondition to the commencement of adjudication or court proceedings.

RECORD PROVISIONS. General Requirements125 GENERAL REQUIREMENTS124 hubco shall retain and maintain all the records (including superseded records) referred to in Section 2 of this Schedule Part 14 in accordance with this Section 1 of Schedule Part 14, the requirements of Good Industry Practice, in chronological order, in a form that is capable of audit and at its own expense. hubco shall make such records available for inspection to the Authority where it has reasonable cause for requiring such records, on giving reasonable notice shall provide such facilities as the Authority may reasonably require for its representatives to visit any place where the records are held and examine the records maintained under this Schedule Part 14. Wherever practical, original records shall be retained and maintained in hard copy form. True copies of the original records may be kept by hubco where it is not practicable to retain original records. Those records relating to the Project Operations (including the design, construction and development, of the Facilities) shall be retained for the duration of the this Agreement. Financial and other records (including without limitation all information provided in support of any Variation) shall be retained and maintained by hubco for a period of at least six (6) years after the Actual Completion Date in sufficient detail, in appropriate categories and generally in such a manner to enable hubco to comply with its obligations under Clause 48 (Information and Audit Access). Where hubco wishes to dispose of any records maintained as provided in this Part of this Schedule or in respect of which the required period for their retention has expired, then hubco shall notify the Authority and if, within forty (40) Business Days of such notice, the Authority elects to receive certain of those records, then hubco shall deliver up such records to the Authority in the manner and at the location as the Authority shall reasonably specify, and the costs of retaining those records in safe storage and delivering up the same shall be borne by hubco. Subject to paragraph 5, for a period of not more than six (6) years following the termination for whatever reason of this Agreement, hubco shall retain in safe storage all such records as are referred to in Section 2 of this Schedule Part 14 which were in existence at the date of termination of this Agreement. On the expiry of such period or at the earlier request of the Authority, hubco shall deliver up all those records (or where those records are required by statute to remain with hubco or a Contracting Associate of hubco, copies thereof) to the Authority in the manner and at the location as the Authority shall reasonably specify. The Authority shall make available to hubco all the records hubco delivers up pursuant to this paragraph subject to reasonable notice. The costs of retaining those records in safe storage and delivering up the same shall be borne[: by hubco where the termination arises as a result of a hubco Event of Default; and by the Authority where the termination arises for any other cause. Any drawings required to be made or supplied pursuant to this Agreement shall be of a size appropriate to show the detail to be depicted clearly without magnifying aids and shall conform to British Standards 1192 or 308 or equivalent as appropriate. Where by prior agreement the Authority has agreed to accept microfilm, microfiche or other storage media (which must include secure back up facilities), drawings and other documents shall be made or supplied in such form as has been agreed. hubco shall use all reasonable endeavours to assist the Authority in its preparation of any report and/or return required pursuant to regulations, directions or guidance applicable to the Authority (in each case as amended replaced or consolidated from time to time) or as required by external agencies including without limitation, reports and returns regarding the physical condition of the Facilities, health and safety under the Fire (Scotland) Regulations 2005 Xxx 0000 and the Fire Safety (Scotland) Regulations 2006, relating to environmental health, by the Scottish Futures Trust[, Scottish Government Health Directorates126Directorates125] or the Scottish Government from time to time. RECORDS TO BE KEPT127 KEPT126 This Agreement and the Project Documents including all amendments to such agreements. hubco shall at all times maintain a full record of particulars of the costs of performing the Project Operations. This shall require hubco to keep (and where appropriate to procure that the sub-contractors shall keep) books of account in accordance with best accountancy practice with respect to the this Agreement showing in detail: administrative overheads; payments to Sub-Contractors and to sub-contractors; capital and revenue expenditure; such other items as the Authority may reasonably require to conduct cost audits for verification of cost expenditure or estimated expenditure, for the purpose of Schedule Part 13 (Variation Procedure), and xxxxx hubco shall have (and procure that the sub-contractors shall have) the books of account evidencing the items listed in paragraphs 2.1 to 2.4 available for inspection by the Authority (and any expert) upon reasonable notice, and shall present a report of these to the Authority as and when requested. All other documents, software or other information expressly referred to in this Agreement. Records relating to the appointment and supersession of the Authority's Representative and xxxxxhubco's Representative. Project Data. Documents, drawings, design data or submissions raised in accordance with Schedule Part 7 (Review Procedure). Documents relating to planning applications, consents, refusals and appeals. Records relating to any specialist or statutory inspections of the Facilities, including any roadways. Notices, reports, results and certificates relating to completion of the Works and completion of the commissioning activities. Documents relating to events of Force Majeure, Delay Events and Relief Events and the consequences of the same. Documents submitted in accordance with Schedule Part 13 (Variation Procedure) and all documents provided in support. Documents related to referrals to the Dispute Resolution Procedure. Tax invoices and records related to Value Added Tax. Records required by Law (including in relation to Health and Safety matters and health and safety files prepared pursuant to CDM Regulations) and all Consents. Documents relating to insurance and insurance claims. All other records, notices or certificates required to be produced and/or maintained by hubco pursuant to this Agreement or any Project Document. DISPUTE RESOLUTION PROCEDURE128 PROCEDURE127 The procedure set out in this Schedule Part 15 (the "Dispute Resolution Procedure") shall apply to any dispute, claim or difference arising out of or relating to this Agreement ("Dispute") except where it has been excluded from this procedure by any express term of this Agreement. This Dispute Resolution Procedure shall not impose any pre-condition on either party or otherwise prevent or delay either party from commencing proceedings in any court of competent jurisdiction in relation to any Dispute in which that party requires either: an order (whether interlocutory interim or final) restraining or interdicting the other party from doing any act or compelling the other party to do any act; or a decree for a liquidated sum to which there is no stateable defence. MEDIATION Without prejudice to paragraph 4 below, if the parties have been unable between themselves to resolve the Dispute within twenty (20) Business Days of the Dispute arising, they may (if both parties so agree) refer the Dispute to mediation on such conditions as may be agreed between the parties. Any mediation shall be completed within thirty (30) Business Days of such referral and any agreement arising therefrom shall be recorded in writing and signed by the parties and shall be final and binding to the extent set out in such agreement unless otherwise agreed by the parties. For the avoidance of doubt, mediation shall not be a precondition to the commencement of adjudication or court proceedings.

RECORD PROVISIONS. General Requirements125 hubco GENERAL REQUIREMENTS Project Co shall retain and maintain all the records (including superseded records) referred to in Section 2 (Records to be Kept) of this Schedule Part 14 19 (Record Provisions) in accordance with this Section 1 (General Requirements) of this Schedule Part 1419 (Record Provisions), the requirements of Good Industry Practice, in chronological order, in a form that is capable of audit and at its own expense. hubco Project Co shall make such records available for inspection to the Authority where it has reasonable cause for requiring such records, on giving reasonable notice shall provide such facilities as the Authority may reasonably require for its representatives to visit any place where the records are held and examine the records maintained under this Schedule Part 1419 (Record Provisions). Wherever practical, original records shall be retained and maintained in hard copy form. True copies of the original records may be kept by hubco Project Co where it is not practicable to retain original records. Those records relating to the Project Operations (including the design, construction and construction, development, enhancement and maintenance of the Facilities) shall be retained for the duration of the Agreement. Financial and other records (including without limitation all information provided in support of any VariationChange) shall be retained and maintained by hubco Project Co for a period of at least six (6) years after the Actual Completion Date end of the Project Term in sufficient detail, in appropriate categories and generally in such a manner to enable hubco Project Co to comply with its obligations under Clause 48 63.1 and where appropriate to enable the data in such records to be entered into the Financial Model so that the output from the Financial Model (Information on the basis of such data) can be directly compared with the actual financial cashflow and Audit Access). performance of Project Co. Where hubco Project Co wishes to dispose of any records maintained as provided in this Schedule Part of this Schedule 19 (Record Provisions) which are more than fifteen (15) years old, or in respect of which the required period for their retention has expired, then hubco Project Co shall notify the Authority and if, within forty (40) Business Days of such notice, the Authority elects to receive certain of those records, then hubco Project Co shall deliver up such records to the Authority in the manner and at the location as the Authority shall reasonably specify, and the costs of retaining those records in safe storage and delivering up the same shall be borne by hubco. Project Co. Subject to paragraph 5, for a period of not more than six (6) years following the termination for whatever reason of this Agreement, hubco Project Co shall retain in safe storage all such records as are referred to in Section 2 (Records to be Kept) of this Schedule Part 14 19 (Record Provisions) which were in existence at the date of termination of this Agreement. On the expiry of such period or at the earlier request of the AuthorityAuthority (and the Parties acknowledge that such a request shall be deemed to have been issued by the Authority upon the occurrence of any of the events set out in Clause 40.1.1 whether prior to or following termination of this Agreement), hubco Project Co shall deliver up all those records (or where those records are required by statute to remain with hubco Project Co or a Contracting Associate of hubcoProject Co, copies thereof) to the Authority in the manner and at the location as the Authority shall reasonably specify. The Authority shall make available to hubco Project Co all the records hubco Project Co delivers up pursuant to this paragraph subject to reasonable notice. The costs of retaining those records in safe storage and delivering up the same shall be borne[: by hubco Project Co where the termination arises as a result of a hubco Project Co Event of Default; and by the Authority where the termination arises for any other cause. Without prejudice to the foregoing, Project Co shall provide the Authority: as soon as they may be available and in any event within sixty (60) Business Days after the end of the first six (6) months of each financial year of Project Co which falls during the Project Term, a copy, certified as a true copy by an officer of Project Co, of its unaudited interim accounts and, if appropriate, of consolidated unaudited interim accounts of Project Co, its Subsidiaries and Holding Company (if any) which would (if Project Co were listed on the London Stock Exchange whether or not it is) be required to be sent to shareholders as at the end of and for each such six (6) month period; and as soon as they shall have been sent to its shareholders in order to be laid before an annual general meeting of Project Co but not later than one hundred and thirty (130) Business Days after the end of each accounting reference period of Project Co part or all of which falls in a Contract Year, a copy of Project Co's audited accounts and if appropriate, of the consolidated audited accounts of Project Co and, its Associated Companies (if any), in respect of that period, prepared in accordance with the Companies Xxx 0000 and generally accepted accounting principles and bases in Scotland, consistently applied together with copies of all related directors' and auditors' reports and all other notices/circulars to shareholders. Project Co shall provide to the Authority on 31 March, 30 June, 30 September and 31 December each year a document listing all information provided by it to the Senior Funders during the preceding three month period and, at the request of the Authority, provide to the Authority any information provided to it by the Senior Funders during the Project Term and any other information relating to the Project that the Authority may reasonably require. Any drawings required to be made or supplied pursuant to this Agreement shall be of a size appropriate to show the detail to be depicted clearly without magnifying aids and shall conform to British Standards 1192 or 308 or equivalent as appropriate. Where by prior agreement the Authority has agreed to accept microfilm, microfiche or other storage media (which must include secure back up facilities), drawings and other documents shall be made or supplied in such form as has been agreed. hubco Upon termination or expiry of this Agreement, and in the event that the Authority wishes to enter into another contract for the operation and management of the Project, Project Co shall (and shall ensure that the sub-contractors will) comply with all reasonable requests of the Authority to provide information relating to Project Co's costs of operating and maintaining the Project. Project Co shall use all reasonable endeavours to assist the Authority in its preparation of any report and/or return required pursuant to regulations, directions or guidance applicable to the Authority (in each case as amended amended, replaced or consolidated from time to time) or as required by external agencies including without limitation, reports and returns regarding the physical condition of the Facilities, health and safety safety, under the Fire (Scotland) Regulations 2005 and the Fire Safety (Scotland) Regulations 2006, relating to environmental health, health [and to comply with The NHS and You or any document replacing it or by the Scottish Futures Trust[Government Health Directorates], the Scottish Government Health Directorates126] or the Scottish Government Futures Trust from time to time. RECORDS TO BE KEPT127 This Agreement KEPT The Design Build Finance and Maintain Agreement, its Schedule and the Project Documents including all amendments to such agreements. hubco Project Co shall at all times maintain a full record of particulars of the costs of performing the Project Operations, including those relating to the design, construction, maintenance, operation and finance of the Facilities. This shall require hubco Project Co to keep (and where appropriate to procure that the sub-contractors shall keep) books of account in accordance with best accountancy practice with respect to the Agreement showing in detail: administrative overheads; payments to Sub-Contractors and to sub-contractors; capital and revenue expenditure; such other items as the Authority may reasonably require to conduct cost audits for verification of cost expenditure or estimated expenditure, for the purpose of Clause 29.11, Schedule Part 13 16 (Variation ProcedureChange Protocol) and Clause 32 (Changes in Law), and xxxxx Project Co shall have (and procure that the sub-contractors shall have) the books of account evidencing the items listed in paragraphs 2.1 to 2.4 available for inspection by the Authority (and any expert) upon reasonable notice, and shall present a report of these to the Authority as and when requested. All other documents, software or other information expressly referred to in this Agreement. Records relating to the appointment and supersession of the Authority's Representative and xxxxxProject Co's Representative. Project Data. Documents, drawings, design data or submissions raised in accordance with Schedule Part 7 8 (Review Procedure). Documents relating to planning applications, consents, refusals and appeals. Records relating to any specialist or statutory inspections of the Facilities, including any roadways. Notices, reports, results and certificates relating to completion of the Works and completion of the commissioning activities. All operation and maintenance manuals and a full record of all maintenance procedures carried out during the Project Term. Documents relating to events of Force Majeure, Delay Events and Relief Events and the consequences of the same. All formal notices, reports or submissions made to or received from the Authority's Representative in connection with the provision of Services, the Monitoring of Performance [or the Availability of the Facilities]. All certificates, licences, registrations or warranties related to the provision of Services. Documents in support of claims for Services Payments. Documents submitted in accordance with Schedule Part 13 16 (Variation ProcedureChange Protocol) and all documents provided in support. Documents related to referrals to the Dispute Resolution Procedure. Documents related to change in ownership or any interest in any or all of the shares in Project Co [and/or Hold Co]. Documents relating to the rescheduling of the indebtedness of Project Co or refinancing of the Project. Tax invoices and records related to Value Added Tax. Financial records, including audited and unaudited accounts of [Hold Co and] Project Co and related reports Records required by Law (including in relation to Health and Safety matters and health and safety files prepared pursuant to CDM Regulations) and all Consents. Documents relating to insurance and insurance claims. All other records, notices or certificates required to be produced and/or maintained by hubco Project Co pursuant to this Agreement or any Project Document. Records of all persons employed by Project Co or its sub-contractors and who are wholly or mainly engaged in the delivery of Services, including information equivalent to that referred to in Section 1 (Employee Information) of Schedule Part 24 (Employment and Pensions) and identifying any person who is a Pensionable Authority Employee. DISPUTE RESOLUTION PROCEDURE128 PROCEDURE The procedure set out in this Schedule Part 15 20 (the "Dispute Resolution Procedure") shall apply to any dispute, claim or difference arising out of or relating to this Agreement ("“Dispute"”) except where it has been excluded from this procedure by any an express term of this Agreement. This Dispute Resolution Procedure shall not impose any pre-condition on either party or otherwise prevent or delay either party from commencing proceedings in any court of competent jurisdiction in relation to any Dispute in which that party requires either: an order (whether interlocutory or final) restraining the other party from doing any act or compelling the other party to do any act; or a decree for a liquidated sum to which there is no stateable defence. MEDIATION Without prejudice to paragraph 4 below, if If the parties have been unable between themselves to resolve the Dispute within twenty (20) Business Days of the Dispute arising, they may (if both parties so agree) refer the Dispute to mediation on such conditions as may be agreed between the parties. Any mediation shall be completed within thirty (30) Business Days of such referral and any agreement arising therefrom shall be recorded in writing and signed by the parties and shall be binding and final and binding to the extent set out in such agreement unless otherwise agreed by the partiesagreed. For the avoidance of doubt, mediation shall not be a precondition to the commencement of adjudication Adjudication or court proceedings.

RECORD PROVISIONS. General Requirements125 GENERAL REQUIREMENTS124 hubco shall retain and maintain all the records (including superseded records) referred to in Section 2 of this Schedule Part 14 in accordance with this Section 1 of Schedule Part 14, the requirements of Good Industry Practice, in chronological order, in a form that is capable of audit and at its own expense. hubco shall make such records available for inspection to the Authority where it has reasonable cause for requiring such records, on giving reasonable notice shall provide such facilities as the Authority may reasonably require for its representatives to visit any place where the records are held and examine the records maintained under this Schedule Part 14. Wherever practical, original records shall be retained and maintained in hard copy form. True copies of the original records may be kept by hubco where it is not practicable to retain original records. Those records relating to the Project Operations (including the design, construction and development, of the Facilities) shall be retained for the duration of the this Agreement. Financial and other records (including without limitation all information provided in support of any Variation) shall be retained and maintained by hubco for a period of at least six (6) years after the Actual Completion Date in sufficient detail, in appropriate categories and generally in such a manner to enable hubco to comply with its obligations under Clause 48 48. (Information and Audit Access). Where hubco wishes to dispose of any records maintained as provided in this Part of this Schedule or in respect of which the required period for their retention has expired, then hubco shall notify the Authority and if, within forty (40) Business Days of such notice, the Authority elects to receive certain of those records, then hubco shall deliver up such records to the Authority in the manner and at the location as the Authority shall reasonably specify, and the costs of retaining those records in safe storage and delivering up the same shall be borne by hubco. Subject to paragraph 5., for a period of not more than six (6) years following the termination for whatever reason of this Agreement, hubco shall retain in safe storage all such records as are referred to in Section 2 of this Schedule Part 14 which were in existence at the date of termination of this Agreement. On the expiry of such period or at the earlier request of the Authority, hubco shall deliver up all those records (or where those records are required by statute to remain with hubco or a Contracting Associate of hubco, copies thereof) to the Authority in the manner and at the location as the Authority shall reasonably specify. The Authority shall make available to hubco all the records hubco delivers up pursuant to this paragraph subject to reasonable notice. The costs of retaining those records in safe storage and delivering up the same shall be borne[: by hubco where the termination arises as a result of a hubco Event of Default; and by the Authority where the termination arises for any other cause. Any drawings required to be made or supplied pursuant to this Agreement shall be of a size appropriate to show the detail to be depicted clearly without magnifying aids and shall conform to British Standards 1192 or 308 or equivalent as appropriate. Where by prior agreement the Authority has agreed to accept microfilm, microfiche or other storage media (which must include secure back up facilities), drawings and other documents shall be made or supplied in such form as has been agreed. hubco shall use all reasonable endeavours to assist the Authority in its preparation of any report and/or return required pursuant to regulations, directions or guidance applicable to the Authority (in each case as amended replaced or consolidated from time to time) or as required by external agencies including without limitation, reports and returns regarding the physical condition of the Facilities, health and safety under the Fire (Scotland) Regulations Act 2005 and the Fire Safety (Scotland) Regulations 2006, relating to environmental health, by the Scottish Futures Trust[, Scottish Government Health Directorates126Directorates125] or the Scottish Government from time to time. RECORDS TO BE KEPT127 KEPT126 This Agreement and the Project Documents including all amendments to such agreements. hubco shall at all times maintain a full record of particulars of the costs of performing the Project Operations. This shall require hubco to keep (and where appropriate to procure that the sub-contractors shall keep) books of account in accordance with best accountancy practice with respect to the this Agreement showing in detail: administrative overheads; payments to Sub-Contractors and to sub-contractors; capital and revenue expenditure; such other items as the Authority may reasonably require to conduct cost audits for verification of cost expenditure or estimated expenditure, for the purpose of Schedule Part 13 (Variation Procedure), and xxxxx shall have (and procure that the sub-contractors shall have) the books of account evidencing the items listed in paragraphs 2.1 to 2.4 available for inspection by the Authority (and any expert) upon reasonable notice, and shall present a report of these to the Authority as and when requested. All other documents, software or other information expressly referred to in this Agreement. Records relating to the appointment and supersession of the Authority's Representative and xxxxx's Representative. Project Data. Documents, drawings, design data or submissions raised in accordance with Schedule Part 7 (Review Procedure). Documents relating to planning applications, consents, refusals and appeals. Records relating to any specialist or statutory inspections of the Facilities, including any roadways. Notices, reports, results and certificates relating to completion of the Works and completion of the commissioning activities. Documents relating to events of Force Majeure, Delay Events and Relief Events and the consequences of the same. Documents submitted in accordance with Schedule Part 13 (Variation Procedure) and all documents provided in support. Documents related to referrals to the Dispute Resolution Procedure. Tax invoices and records related to Value Added Tax. Records required by Law (including in relation to Health and Safety matters and health and safety files prepared pursuant to CDM Regulations) and all Consents. Documents relating to insurance and insurance claims. All other records, notices or certificates required to be produced and/or maintained by hubco pursuant to this Agreement or any Project Document. DISPUTE RESOLUTION PROCEDURE128 PROCEDURE127 The procedure set out in this Schedule Part 15 (the "Dispute Resolution Procedure") shall apply to any dispute, claim or difference arising out of or relating to this Agreement ("Dispute") except where it has been excluded from this procedure by any express term of this Agreement. This Dispute Resolution Procedure shall not impose any pre-condition on either party or otherwise prevent or delay either party from commencing proceedings in any court of competent jurisdiction in relation to any Dispute in which that party requires either: an order (whether interlocutory interim or final) restraining or interdicting the other party from doing any act or compelling the other party to do any act; or a decree for a liquidated sum to which there is no stateable defence. MEDIATION Without prejudice to paragraph 4 4. below, if the parties have been unable between themselves to resolve the Dispute within twenty (20) Business Days of the Dispute arising, they may (if both parties so agree) refer the Dispute to mediation on such conditions as may be agreed between the parties. Any mediation shall be completed within thirty (30) Business Days of such referral and any agreement arising therefrom shall be recorded in writing and signed by the parties and shall be final and binding to the extent set out in such agreement unless otherwise agreed by the parties. For the avoidance of doubt, mediation shall not be a precondition to the commencement of adjudication or court proceedings.