Common use of Safety Compliance Orders Clause in Contracts

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer at any time after the Service Commencement Date; provided, that no Safety Compliance Order may in any event order or direct the Developer to do any act in violation of any Law. Compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will not be deemed a default by the Developer under the provisions of this Agreement or any other VDOT Project Agreement. (b) The Department will use good faith efforts to inform the Developer at the earliest practicable time of any circumstance or information relating to the Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergency, the Department will consult with the Developer, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer resources to fund the Safety Compliance Work. The Department may, in its discretion, monitor and inspect the Project Assets at any time and from time to time for the purposes of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer reports and recommendations related to such matters. (c) If the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, with the necessary environmental, design and construction Work to carry out the Safety Compliance Order as follows: (i) if the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State Highways. (d) The Developer will have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the Developer’s Claim that no condition exists to justify the disputed Safety Compliance Order and the Developer’s estimate of impact costs, Gross Revenues and the construction schedule, if applicable. The Developer will nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will be treated as a Department Change pursuant to Section 14.02.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer Concessionaire at any time after during the Service Commencement DateOperating Period; provided, that no Safety Compliance Order may in any event order or direct the Developer Concessionaire to do any act in violation of any Law. Compliance applicable Law or cause the Concessionaire to fail to be in compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will not be deemed a default by the Developer under the provisions of this Agreement or any other VDOT Project AgreementAgreement to which the Department is a party. (b) The Department will shall use good faith efforts to inform the Developer Concessionaire at the earliest practicable time of any circumstance or information relating to the HOT Lanes Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergencyemergency, the Department will consult with the DeveloperConcessionaire, and may consult with the Independent Engineer, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer Concessionaire resources to fund the Safety Compliance Work. The Department may, in its discretion, request the Independent Engineer to monitor and inspect the Project Assets at any time and from time to time for the purposes purpose of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer Concessionaire reports and recommendations related to such matters. (c) If Expeditiously after the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, Concessionaire shall proceed with the necessary environmental, design and construction Work work to carry out the Safety Compliance Order as follows: (i) if Order, at the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State HighwaysConcessionaire’s sole cost and expense. (d) The Developer will Concessionaire shall have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the DeveloperConcessionaire’s Claim claim that no condition exists to justify the disputed Safety Compliance Order and the DeveloperConcessionaire’s estimate of impact impacts on costs, Gross Toll Revenues and the construction scheduleConstruction Schedule, if applicable, attributable to such Safety Compliance Order. The Developer will Concessionaire shall nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 Section 17.06 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will shall be treated as a Department Change pursuant to Section 14.027.12 if the Safety Compliance Order was originally issued prior to Final Acceptance, or a Department Project Enhancement pursuant to Section 9.02 if the Safety Compliance Order was originally issued after the Service Commencement Date.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer at any time after the Service Commencement Date; provided, that no Safety Compliance Order may in any event order or direct the Developer to do any act in violation of any Law. Compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will not be deemed a default by the Developer under the provisions of this Agreement or any other VDOT Project Agreement. (b) The Department will use good faith efforts to inform the Developer at the earliest practicable time of any circumstance or information relating to the Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergency, the Department will consult with the Developer, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer resources to fund the Safety Compliance Work. The Department may, in its discretion, monitor and inspect the Project Assets at any time and from time to time for the purposes of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer reports and recommendations related to such matters.any (c) If the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, with the necessary environmental, design and construction Work to carry out the Safety Compliance Order as follows: (i) if the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State Highways. (d) The Developer will have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the Developer’s Claim that no condition exists to justify the disputed Safety Compliance Order and the Developer’s estimate of impact costs, Gross Revenues and the construction schedule, if applicable. The Developer will nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will be treated as a Department Change pursuant to Section 14.02.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer Concessionaire at any time after the Service Commencement Datetime; provided, that no Safety Compliance Order may in any event order or direct the Developer Concessionaire to do any act in violation of any applicable Law. Compliance The Concessionaire’s compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will shall not be deemed a default by the Developer Concessionaire under the provisions of this Agreement or any other VDOT Project AgreementAgreements to which the Department and the Concessionaire are both parties. (b) The Department will shall use good faith efforts to inform the Developer Concessionaire at the earliest practicable time of any circumstance or information relating to the Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergency, the Department will consult with the DeveloperConcessionaire, and may consult with the Independent Engineer, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer Concessionaire resources to fund the Work to carry out the Safety Compliance WorkOrder. The Department may, in its discretion, request the Independent Engineer to monitor and inspect the Project Assets at any time and from time to time for the purposes of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer Concessionaire reports and recommendations related to such matters. (c) If Expeditiously after the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, Concessionaire shall proceed with the necessary environmental, design and construction Work work to carry out the Safety Compliance Order as follows: (i) if Order, at the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State HighwaysConcessionaire’s sole cost and expense. (d) The Developer will Concessionaire shall have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the DeveloperConcessionaire’s Claim that no condition exists to justify the disputed Safety Compliance Order and the DeveloperConcessionaire’s estimate of impact impacts on costs, Gross Revenues and the construction schedule, if applicable, attributable to such Safety Compliance Order. The Developer will Concessionaire shall bear the burden of proving by a preponderance of the evidence that no condition exists that justifies the disputed Safety Compliance Order, and shall nevertheless implement the Safety Compliance OrderOrder pending resolution of the dispute except to the extent the Department directs otherwise. However, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 Section 22.01 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will shall be treated as a Department Change pursuant to Section 14.02Change.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer Concessionaire at any time after during the Service Commencement DateOperating Period; provided, that no Safety Compliance Order may in any event order or direct the Developer Concessionaire to do any act in violation of any Law. Compliance applicable Law or cause the Concessionaire to fail to be in compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will not be deemed a default by the Developer under the provisions of this Agreement or any other VDOT Project AgreementAgreement to which the Department is a party. (b) The Department will shall use good faith efforts to inform the Developer Concessionaire at the earliest practicable time of any circumstance or information relating to the HOT Lanes Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergencyemergency, the Department will consult with the Developer, Concessionaire prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer Concessionaire resources to fund the Safety Compliance Work. The Department may, in its discretion, monitor and inspect the Project Assets at any time and from time to time for the purposes purpose of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer Concessionaire reports and recommendations related to such matters. (c) If Expeditiously after the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, Concessionaire shall proceed with the necessary environmental, design and construction Work work to carry out the Safety Compliance Order as follows: (i) if Order, at the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State HighwaysConcessionaire’s sole cost and expense. (d) The Developer will Concessionaire shall have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the DeveloperConcessionaire’s Claim claim that no condition exists to justify the disputed Safety Compliance Order and the DeveloperConcessionaire’s estimate of impact impacts on costs, Gross Toll Revenues and the construction scheduleConstruction Schedule, if applicable, attributable to such Safety Compliance Order. The Developer will Concessionaire shall nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 Section 17.06 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will shall be treated as a Department Change pursuant to Section 14.027.12 if the Safety Compliance Order was originally issued prior to Final Acceptance or NEXT Final Completion, as applicable, or a Department Project Enhancement pursuant to Section 9.02 if the Safety Compliance Order was originally issued after the Initial Service Commencement Date.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer at any time after the Service Commencement Date; provided, that no Safety Compliance Order may in any event order or direct the Developer to do any act in violation of any Law. Compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will not be deemed a default by the Developer under the provisions of this Agreement or any other VDOT Project Agreement. (b) The Department will use good faith efforts to inform the Developer at the earliest practicable time of any circumstance or information relating to the Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergency, the Department will consult with the Developer, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer resources to fund the Safety Compliance Work. The Department may, in its discretion, monitor and inspect the Project Assets at any time and from time to time for the purposes of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer reports and recommendations related to such matters. (c) If the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, with the necessary environmental, design and construction Work to carry out the Safety Compliance Order as follows: (i) if the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State Highways. (d) The Developer will have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the Developer’s Claim that no condition exists to justify the disputed Safety Compliance Order and the Developer’s estimate of impact costs, Gross Revenues and the construction schedule, if applicable. The Developer will nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will be treated as a Department Change pursuant to Section 14.02.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer at any time after the Service Commencement DateConcessionaire; provided, that no Safety Compliance Order may in any event order or direct the Developer Concessionaire to do any act in violation of any Law. Compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, Concessionaire will not be deemed a default by the Developer Concessionaire under the provisions of this Agreement or any other VDOT Project Agreement. (b) The Department will use good faith efforts to inform the Developer Concessionaire at the earliest practicable time of any circumstance or information relating to the Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergency, the Department will consult with the Developer, Concessionaire prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer Concessionaire resources to fund the Safety Compliance Work. The Department may, in its discretion, monitor and inspect the Project Assets at any time and from time to time for the purposes of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer reports and recommendations related to such matters. (c) If the Department issues a Safety Compliance Order, the Developer Concessionaire will proceed, at its sole cost and expenseexpense (except as otherwise provided in Section 9.04), with the necessary environmental, design and construction Work to carry out the Safety Compliance Order as follows: (i) if the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer Concessionaire will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer Concessionaire will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State Highways. (d) The Developer Concessionaire will have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the DeveloperConcessionaire’s Claim that no condition exists to justify the disputed Safety Compliance Order and the DeveloperConcessionaire’s estimate of impact costs, Gross Revenues and the construction schedule, if applicable. The Developer Concessionaire will nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will be treated as a Department Change pursuant to Section 14.02.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer Concessionaire at any time after the Service Commencement Substantial Completion Date; provided, that no Safety Compliance Order may in any event order or direct the Developer Concessionaire to do any act in violation of any Law. Compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, Concessionaire will not be deemed a default by the Developer Concessionaire under the provisions of this Agreement or any other VDOT Project Agreement. (b) The Department will use good faith efforts to inform the Developer Concessionaire at the earliest practicable time of any circumstance or information relating to the Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergency, the Department will consult with the DeveloperConcessionaire, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer Concessionaire resources to fund the Safety Compliance Work. The Department may, in its discretion, monitor and inspect the Project Assets at any time and from time to time for the purposes of determining whether any 111 DMEAST #27287336 v26 circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer Concessionaire reports and recommendations related to such matters. (c) If the Department issues a Safety Compliance Order, the Developer Concessionaire will proceed, at its sole cost and expense, with the necessary environmental, design and construction Work to carry out the Safety Compliance Order as follows: (i) if the Safety Compliance Order is of the type described in clause (a) of the definition of that term, the Developer Concessionaire will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer Concessionaire will carry it out in accordance with the procedures adopted by the Department for carrying out similar work on similar portions of the State Highways. (d) The Developer Concessionaire will have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the DeveloperConcessionaire’s Claim that no condition exists to justify the disputed Safety Compliance Order and the DeveloperConcessionaire’s estimate of impact costs, Gross Revenues and the construction schedule, if applicable. The Developer Concessionaire will nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with the dispute resolution procedures in Article 21 that conditions warranting the Safety Compliance Order did not exist, then the Safety Compliance Order will be treated as a Department Change pursuant to Section 14.02.

Safety Compliance Orders. ‌ (a) The Department may, but is not obligated to, issue Safety Compliance Orders to the Developer Concessionaire at any time after during the Service Commencement DateOperating Period; provided, that no Safety Compliance Order may in any event order or direct the Developer Concessionaire to do any act in violation of any Law. Compliance applicable Law or cause the Concessionaire to fail to be in compliance with a Safety Compliance Order by the Developer, to the extent it conflicts with another obligation of the Developer under this Agreement, will not be deemed a default by the Developer under the provisions of this Agreement or any other VDOT Project AgreementAgreement to which the Department is a party. (b) The Department will shall use good faith efforts to inform the Developer Concessionaire at the earliest practicable time of any circumstance or information relating to the HOT Lanes Project which in the Department’s reasonable judgment is likely to result in a Safety Compliance Order. Except in the case of an Emergencyemergency, the Department will consult with the DeveloperConcessionaire, and may consult with the Independent Engineer, prior to issuing a Safety Compliance Order concerning the risk to public or worker safety, alternative compliance measures, cost impacts and the availability of Developer Concessionaire resources to fund the Safety Compliance Work. The Department may, in its discretion, request the Independent Engineer to monitor and inspect the Project Assets at any time and from time to time for the purposes purpose of determining whether any circumstances exist that warrant issuance of a Safety Compliance Order and giving the Department and the Developer Concessionaire reports and recommendations related to such matters. (c) If Expeditiously after the Department issues a Safety Compliance Order, the Developer will proceed, at its sole cost and expense, Concessionaire shall proceed with the necessary environmental, design and construction Work work to carry out the Safety Compliance Order Order, at the Concessionaire’s sole cost and expense. number of days as follows: (i) if the Safety Compliance Order is Department and the Concessionaire jointly determine, each acting reasonably. During the Work Period, extensions for Delay Events affecting the Work shall be based on TIA and the then current Baseline Schedule, taking into account impacts of the type described in clause (a) of the definition of that term, the Developer will proceed expeditiously; and (ii) if the Safety Compliance Order is of the type described in clause (b) of the definition of that term, the Developer will carry it out in accordance with the procedures adopted by Delay Events on critical path items. If the Department for carrying out similar work on similar portions of the State Highways. (d) The Developer will have the right to dispute a Safety Compliance Order by providing written notice to the Department within 21 Days of the issuance of the Safety Compliance Order setting forth the Developer’s Claim that no condition exists to justify the disputed Safety Compliance Order and the Developer’s estimate Concessionaire cannot agree upon the period of impact costsextension, Gross Revenues and then either Party shall be entitled to refer the construction schedule, if applicable. The Developer will nevertheless implement the Safety Compliance Order, but if it is finally determined in accordance with matter to the dispute resolution procedures procedure in Article 21 Section 17.06. This Section 13.01(c)(iii) shall not excuse the Concessionaire from the performance and observance under this Agreement of all obligations and covenants not affected by the Delay Event. Notwithstanding the occurrence of a Delay Event, the Concessionaire shall continue its performance and observance under this Agreement of all of its obligations and covenants to be performed to the extent that conditions warranting it is reasonably able to do so and shall use its reasonable efforts to minimize the Safety Compliance Order did not exist, then effect and duration of the Safety Compliance Order will be treated as Delay Event. Nothing herein shall permit or excuse noncompliance with a Department Change pursuant change to Section 14.02applicable Law.