Common use of Renewal Work Clause in Contracts

Renewal Work. Section 19 of the Technical Provisions sets forth Performance Requirements. Developer shall diligently perform Renewal Work as and when necessary to maintain compliance with such Performance Requirements. Developer also shall perform Renewal Work according to the other applicable terms of the Technical Provisions, including, when applicable, the Handback Requirements. Developer shall use the O&M Work Schedule, as updated from time to time, as the principal guide for scheduling and performing Renewal Work; but complying with the O&M Work Schedule shall not excuse or be a defense to any failure to comply with the Performance Requirements. 5.8.1 Section 19 of the Technical Provisions details the requirements for the O&M Work Schedule. Not later than 90 days before the Phase 1 Substantial Completion Date, Developer shall prepare and submit to TxDOT for review and comment an O&M Work Schedule. 5.8.2 Developer shall estimate the Useful Life of each Element within the O&M Work Schedule based on (a) Developer’s reasonable expectations respecting the manner of use, levels and mix of traffic, environmental conditions, and wear and tear and (b) the assumption that, when subject to Routine Maintenance, the Element will comply throughout its Useful Life with each applicable Performance Requirement. Developer shall estimate the Residual Life of each Element within the O&M Work Schedule based on its Age and whether (i) the Element has performed in service in the manner and with the levels and mix of traffic and wear and tear originally expected by Developer (ii) Developer has performed Routine Maintenance of the Element, and (iii) the Element has complied throughout its Age with each applicable Performance Requirement. 5.8.3 Not later than 90 days before the beginning of the second full calendar year after the Phase 1 Substantial Completion Date and each calendar year thereafter, Developer shall prepare and submit to TxDOT for review and comment either (a) a revised O&M Work Schedule or (b) the then-existing O&M Work Schedule accompanied by a statement that Developer intends to continue in effect the then-existing O&M Work Schedule without revision (in either case, referred to as the “Updated O&M Work Schedule”). Developer shall make revisions as reasonably indicated by experience and then-existing conditions respecting the O&M Limits, the factors described in Section 19 of the Technical Provisions, changes in estimated costs of Renewal Work, changes in technology, changes in Developer’s planned means and methods of performing Renewal Work, and other relevant factors. The updated O&M Work Schedule shall show the revisions, if any, to the prior O&M Work Schedule and include an explanation of reasons for revisions. If no revisions are proposed, Developer shall include an explanation of the reasons no revisions are necessary. The O&M Work Schedule shall include a detailed description of the Renewal Work activities, if any, planned for the current year and for the next five-year period. 5.8.4 At TxDOT’s request, Developer and its O&M Contractor shall promptly meet and confer with TxDOT to review and discuss the original or updated O&M Work Schedule. 5.8.5 Within 30 days after receiving the original or any updated O&M Work Schedule, TxDOT shall have the right to object to the original or updated O&M Work Schedule or any of its elements. TxDOT may base its comments, objections or exceptions on whether the original or updated O&M Work Schedule and underlying assumptions are reasonable, realistic and consistent with Good Industry Practice, Project experience and condition, applicable Technical Provisions, Governmental Approvals and Laws. 5.8.6 Within 30 days after receiving notice of comments, objections, exceptions, recommendations, objections or disapprovals from TxDOT, Developer shall submit to TxDOT a revised original or updated O&M Work Schedule rectifying such matters and, for matters it disagrees with, a Notice setting forth those comments, objections, exceptions, recommendations and disapprovals that Developer disputes. Such Notice shall give details of Xxxxxxxxx’s grounds for dispute. If Developer fails to give such Notice within such time period, it shall be deemed to have accepted the comments, objections, exceptions and recommendations and the original or updated O&M Work Schedule, as applicable, shall thereupon be deemed revised to incorporate the comments and recommendations and to rectify the objections and exceptions. After delivery of any such Notice, Developer and TxDOT shall endeavor in good faith to reach agreement as to the matters listed in the Notice. If no agreement is reached as to any such matter within 30 days after Developer delivers its notice, either Party may refer the Dispute to the Disputes Resolution Procedures for determination. 5.8.7 Until resolution of any portion of the original O&M Work Schedule that is in Dispute, the treatment of that portion in the original O&M Work Schedule shall remain in effect and govern. Until resolution of any portion of the updated O&M Work Schedule that is in Dispute, the treatment of that portion in the immediately preceding O&M Work Schedule shall remain in effect and govern.

Renewal Work. Section 19 of the Technical Provisions sets forth Performance Requirements. Developer shall diligently perform Renewal Work as and when necessary to maintain compliance with such Performance Requirements. Developer also shall perform Renewal Work according to the other applicable terms of the Technical Provisions, including, when applicable, the Handback Requirements. Developer shall use the O&M Work Schedule, as updated from time to time, as the principal guide for scheduling and performing Renewal Work; but complying with the O&M Work Schedule shall not excuse or be a defense to any failure to comply with the Performance Requirements. 5.8.1 Section 19 of the Technical Provisions details the requirements for the O&M Work Schedule. Not later than 90 days before the Phase 1 Substantial Completion Date, Developer shall prepare and submit to TxDOT for review and comment an O&M Work Schedule. 5.8.2 Developer shall estimate the Useful Life of each Element within the O&M Work Schedule based on (a) Developer’s reasonable expectations respecting the manner of use, levels and mix of traffic, environmental conditions, and wear and tear and (b) the assumption that, when subject to Routine Maintenance, the Element will comply throughout its Useful Life with each applicable Performance Requirement. Developer shall estimate the Residual Life of each Element within the O&M Work Schedule based on its Age and whether (i) the Element has performed in service in the manner and with the levels and mix of traffic and wear and tear originally expected by Developer (ii) Developer has performed Routine Maintenance of the Element, and (iii) the Element has complied throughout its Age with each applicable Performance Requirement. 5.8.3 Not later than 90 days before the beginning of the second full calendar year after the Phase 1 Substantial Completion Date and each calendar year thereafter, Developer shall prepare and submit to TxDOT for review and comment either (a) a revised O&M Work Schedule or (b) the then-existing O&M Work Schedule accompanied by a statement that Developer intends to continue in effect the then-existing O&M Work Schedule without revision (in either case, referred to as the “Updated O&M Work Schedule”). Developer shall make revisions as reasonably indicated by experience and then-existing conditions respecting the O&M Limits, the factors described in Section 19 of the Technical Provisions, changes in estimated costs of Renewal Work, changes in technology, changes in Developer’s planned means and methods of performing Renewal Work, and other relevant factors. The updated O&M Work Schedule shall show the revisions, if any, to the prior O&M Work Schedule and include an explanation of reasons for revisions. If no revisions are proposed, Developer shall include an explanation of the reasons no revisions are necessary. The O&M Work Schedule shall include a detailed description of the Renewal Work activities, if any, planned for the current year and for the next five-year period. 5.8.4 At TxDOT’s request, Developer and its O&M Contractor shall promptly meet and confer with TxDOT to review and discuss the original or updated O&M Work Schedule. 5.8.5 Within 30 days after receiving the original or any updated O&M Work Schedule, TxDOT shall have the right to object to the original or updated O&M Work Schedule or any of its elements. TxDOT may base its comments, objections or exceptions on whether the original or updated O&M Work Schedule and underlying assumptions are reasonable, realistic and consistent with Good Industry Practice, Project experience and condition, applicable Technical Provisions, Governmental Approvals and Laws. 5.8.6 Within 30 days after receiving notice of comments, objections, exceptions, recommendations, objections or disapprovals from TxDOT, Developer shall submit to TxDOT a revised original or updated O&M Work Schedule rectifying such matters and, for matters it disagrees with, a Notice notice setting forth those comments, objections, exceptions, recommendations and disapprovals that Developer disputes. Such Notice notice shall give details of Xxxxxxxxx’s grounds for dispute. If Developer fails to give such Notice notice within such time period, it shall be deemed to have accepted the comments, objections, exceptions and recommendations and the original or updated O&M Work Schedule, as applicable, shall thereupon be deemed revised to incorporate the comments and recommendations and to rectify the objections and exceptions. After delivery of any such Noticenotice, Developer and TxDOT shall endeavor in good faith to reach agreement as to the matters listed in the Noticenotice. If no agreement is reached as to any such matter within 30 days after Developer delivers its notice, either Party may refer the Dispute to the Disputes Resolution Procedures for determination. 5.8.7 Until resolution of any portion of the original O&M Work Schedule that is in Dispute, the treatment of that portion in the original O&M Work Schedule shall remain in effect and govern. Until resolution of any portion of the updated O&M Work Schedule that is in Dispute, the treatment of that portion in the immediately preceding O&M Work Schedule shall remain in effect and govern.

Renewal Work. Section 19 of the Technical Provisions sets forth Performance Requirements. Developer shall diligently perform Renewal Work as and when necessary to maintain compliance with such Performance Requirements. Developer also shall perform Renewal Work according to the other applicable terms of the Technical Provisions, including, when applicable, the Handback Requirements. Developer shall use the O&M Work Schedule, as updated from time to time, as the principal guide for scheduling and performing Renewal Work; but complying with the O&M Work Schedule shall not excuse or be a defense to any failure to comply with the Performance Requirements. 5.8.1 Section 19 of the Technical Provisions details the requirements for the O&M Work Schedule. Not later than 90 days before the Phase 1 Substantial Completion Date, Developer shall prepare and submit to TxDOT for review and comment an O&M Work Schedule. 5.8.2 Developer shall estimate the Useful Life of each Element within the O&M Work Schedule based on (a) Developer’s reasonable expectations respecting the manner of use, levels and mix of traffic, environmental conditions, and wear and tear and (b) the assumption that, when subject to Routine Maintenance, the Element will comply throughout its Useful Life with each applicable Performance Requirement. Developer shall estimate the Residual Life of each Element within the O&M Work Schedule based on its Age and whether (i) the Element has performed in service in the manner and with the levels and mix of traffic and wear and tear originally expected by Developer (ii) Developer has performed Routine Maintenance of the Element, and (iii) the Element has complied throughout its Age with each applicable Performance Requirement. 5.8.3 Not later than 90 days before the beginning of the second full calendar year after the Phase 1 Substantial Completion Date and each calendar year thereafter, Developer shall prepare and submit to TxDOT for review and comment either (a) a revised O&M Work Schedule or (b) the then-existing O&M Work Schedule accompanied by a statement that Developer intends to continue in effect the then-existing O&M Work Schedule without revision (in either case, referred to as the “Updated O&M Work Schedule”). Developer shall make revisions as reasonably indicated by experience and then-existing conditions respecting the O&M Limits, the factors described in Section 19 of the Technical Provisions, changes in estimated costs of Renewal Work, changes in technology, changes in Developer’s planned means and methods of performing Renewal Work, and other relevant factors. The updated O&M Work Schedule shall show the revisions, if any, to the prior O&M Work Schedule and include an explanation of reasons for revisions. If no revisions are proposed, Developer shall include an explanation of the reasons no revisions are necessary. The O&M Work Schedule shall include a detailed description of the Renewal Work activities, if any, planned for the current year and for the next five-year period. 5.8.4 At TxDOT’s request, Developer and its O&M Contractor shall promptly meet and confer with TxDOT to review and discuss the original or updated O&M Work Schedule. 5.8.5 Within 30 days after receiving the original or any updated O&M Work Schedule, TxDOT shall have the right to object to the original or updated O&M Work Schedule or any of its elements. TxDOT may base its comments, objections or exceptions on whether the original or updated O&M Work Schedule and underlying assumptions are reasonable, realistic and consistent with Good Industry Practice, Project experience and condition, applicable Technical Provisions, Governmental Approvals and Laws. 5.8.6 Within 30 days after receiving notice of comments, objections, exceptions, recommendations, objections or disapprovals from TxDOT, Developer shall submit to TxDOT a revised original or updated O&M Work Schedule rectifying such matters and, for matters it disagrees with, a Notice notice setting forth those comments, objections, exceptions, recommendations and disapprovals that Developer disputes. Such Notice notice shall give details of XxxxxxxxxDeveloper’s grounds for dispute. If Developer fails to give such Notice notice within such time period, it shall be deemed to have accepted the comments, objections, exceptions and recommendations and the original or updated O&M Work Schedule, as applicable, shall thereupon be deemed revised to incorporate the comments and recommendations and to rectify the objections and exceptions. After delivery of any such Noticenotice, Developer and TxDOT shall endeavor in good faith to reach agreement as to the matters listed in the Noticenotice. If no agreement is reached as to any such matter within 30 days after Developer delivers its notice, either Party may refer the Dispute to the Disputes Resolution Procedures for determination. 5.8.7 Until resolution of any portion of the original O&M Work Schedule that is in Dispute, the treatment of that portion in the original O&M Work Schedule shall remain in effect and govern. Until resolution of any portion of the updated O&M Work Schedule that is in Dispute, the treatment of that portion in the immediately preceding O&M Work Schedule shall remain in effect and govern.