Common use of Technical Requirement Revisions Treated as Department Change Clause in Contracts

Technical Requirement Revisions Treated as Department Change. (i) The Concessionaire and the Department anticipate that from time to time after the Closing Date, the Department may adopt, through revisions to existing manuals and publications or new manuals and publications, changes, deletions, supplements or other modifications to the Technical Requirements (the “Technical Requirement Revisions”). The Department shall have the right to make Technical Requirement Revisions by delivering written notice to the Concessionaire, whereupon they shall constitute amendments to, and become part, of the Technical Requirements; provided, that if the Department elects to adopt Technical Requirement Revisions during the period before Substantial Completion, such revisions shall be considered Department Changes and handled pursuant to the Change Order procedures for a Department Change in Sections 7.12(a), (b) and (c). In the absence of a Change Order relating to such Technical Requirement Revision, the Concessionaire shall not be obligated to (but may with the Department’s approval) incorporate the same into its design and construction of the Project prior to the Substantial Completion Date. (ii) References in the Technical Requirements to manuals or other publications prior to the Substantial Completion Date shall mean those versions of the documents in effect as of August 1, 2007, unless expressly provided otherwise by Technical Requirement Revisions or mutually agreed by the Department and the Concessionaire. To the extent any Technical Requirement Revisions encompass matters that are addressed in versions of such manuals or other publications in effect as of August 1, 2007, they shall, upon delivery of the Department’s written notice referred to in Section 7.12(d)(i), replace and supersede inconsistent provisions of the Technical Requirements. The Department shall identify any superseded provisions in its notice to the Concessionaire unless otherwise stated below. (iii) Either party is entitled to refer any dispute arising out of a proposed Department Change, other than the Department’s adoption of Technical Requirement revisions, in accordance with the dispute resolution procedures set forth in Section 17.06.

Technical Requirement Revisions Treated as Department Change. (i) The Concessionaire and the Department anticipate that from time to time after the Closing Date or the NEXT Financial Close Date, as applicable, the Department may adopt, through revisions to existing manuals and publications or new manuals and publications, changes, deletions, supplements or other modifications to the Technical Requirements for the design and construction of the Original Project, the design and construction of the NEXT Project, or the operation and maintenance of the Project (the “Technical Requirement Revisions”). The Department shall have the right to make Technical Requirement Revisions by delivering written notice to the Concessionaire, whereupon they shall constitute amendments to, and become part, of the Technical Requirements; provided, that if the Department elects to adopt Technical Requirement Revisions during the period before Substantial Completion or NEXT Final Completion, as applicable, such revisions shall be considered Department Changes and handled pursuant to the Change Order procedures for a Department Change in Sections 7.12(a), (b) and (c). In the absence of a Change Order relating to such Technical Requirement Revision, the Concessionaire shall not be obligated to (but may with the Department’s approval) incorporate the same into its design and construction of the Project prior to the Substantial Completion Date or NEXT Final Completion Date, as applicable. (ii) References For the Original Project, references in the Technical Requirements to manuals or other publications prior to the Substantial Completion Date shall mean those versions of the documents in effect as of August 1, 2007, unless expressly provided otherwise by Technical Requirement Revisions or mutually agreed by the Department and the Concessionaire. To For the Original Project, to the extent any Technical Requirement Revisions encompass matters that are addressed in versions of such manuals or other publications in effect as of August 1, 2007, they shall, upon delivery of the Department’s written notice referred to in Section 7.12(d)(i), replace and supersede inconsistent provisions of the Technical Requirements. The Department shall identify any superseded provisions in its notice to the Concessionaire unless otherwise stated below. (iii) For the NEXT Project, references in the Technical Requirements to manuals or other publications prior to the NEXT Final Completion Date shall mean those versions of the documents in effect as of May 10, 2021, unless expressly provided otherwise by Technical Requirement Revisions or mutually agreed by the Department and the Concessionaire. For the NEXT Project, to the extent any Technical Requirement Revisions encompass matters that are addressed in versions of such manuals or other publications in effect as of May 10, 2021, they shall, upon delivery of the Department’s written notice referred to in Section 7.12(d)(i), replace and supersede inconsistent provisions of the Technical Requirements. The Department shall identify any superseded provisions in its notice to the Concessionaire unless otherwise stated below. (iv) Either party is entitled to refer any dispute arising out of a proposed Department Change, other than the Department’s adoption of Technical Requirement revisions, in accordance with the dispute resolution procedures set forth in Section 17.06.

Technical Requirement Revisions Treated as Department Change. (i) The Concessionaire and the Department anticipate that from time to time after the Closing Agreement Date, the Department may adopt, through revisions to existing manuals and publications or new manuals and publications, changes, deletions, additions, supplements or other modifications to the Technical Requirements (the “Technical Requirement Revisions”). The Department shall have the right right, in its sole discretion, to make Technical Requirement Revisions by delivering written notice to the Concessionaire, whereupon they shall constitute amendments to, and become part, of, the Technical Requirements and replace and supersede inconsistent provisions of the Technical Requirements; provided, that if the Department elects to adopt before the Substantial Completion Date Technical Requirement Revisions during that pertain to design and construction of the period before Substantial CompletionProject, such revisions shall be considered Department Changes and handled pursuant to the Change Order procedures for a Department Change in Sections 7.12(a), (b) and (c)this Section 14.03. In the absence of a Change Order relating to such Technical Requirement Revision, the Concessionaire shall not be obligated to (but may with the Department’s approval) incorporate the same into its design and construction of the Project prior to the Substantial Completion Date. (ii) References in the If compliance with a changed, added or replacement Technical Requirements to manuals or other publications prior to Requirement that takes effect after the Substantial Completion Date shall mean those versions requires major repair, reconstruction, rehabilitation, restoration, renewal or replacement of any component of the documents Project, or a new component of the Project, the Concessionaire shall commence performance of the major repair, reconstruction, rehabilitation, restoration, renewal, replacement or new improvement not later than the first to occur of (A) any deadline recommended or prescribed in effect as of August 1the changed or added Technical Requirement, 2007(B) the date when the Concessionaire first performs or (if earlier) is first obligated to perform Major Maintenance Work on such component, unless expressly provided otherwise by Technical Requirement Revisions or mutually agreed by (C) the date the Department and first undertakes the Concessionaire. To change, addition, replacement or new improvement on comparable State Highways; provided that, in the extent any Technical Requirement Revisions encompass matters that are addressed in versions absence of such manuals or other publications in effect as of August 1a Department Change, 2007, they shall, upon delivery of the Department’s written notice referred to in Section 7.12(d)(iclauses (A), replace (B) and supersede inconsistent provisions of (C) above shall not apply sooner than five years after the Technical Requirements. The Department shall identify any superseded provisions Substantial Completion Date in its notice to determining when the Concessionaire unless otherwise stated belowmust implement the changed, added or replacement Technical Requirement. (iii) Either party is Except as provided by this Section 14.03(g), the Department shall be entitled to refer any dispute arising out revise the Technical Requirements as it deems appropriate in its sole discretion, without liability to the Concessionaire, including payment of a proposed Department Change, other than Concessionaire Damages or adjustments to the Department’s adoption of Technical Requirement revisions, in accordance with the dispute resolution procedures set forth in Section 17.06Maximum PVR.

Technical Requirement Revisions Treated as Department Change. (i) The Concessionaire and the Department anticipate that from time to time after the Closing Agreement Date, the Department may adopt, through revisions to existing manuals and publications or new manuals and publications, changes, deletions, additions, supplements or other modifications to the Technical Requirements (the “Technical Requirement Revisions”). The Department shall have the right right, in its sole discretion, to make Technical Requirement Revisions by delivering written notice to the Concessionaire, whereupon they shall constitute amendments to, and become part, of, the Technical Requirements and replace and supersede inconsistent provisions of the Technical Requirements; provided, that if the Department elects to adopt before the Substantial Completion Date Technical Requirement Revisions during that pertain to design and construction of the period before Substantial CompletionProject, such revisions shall be considered Department Changes and handled pursuant to the Change Order procedures for a Department Change in Sections 7.12(a), (b) and (c)this Section 14.03. In the absence of a Change Order relating to such Technical Requirement Revision, the Concessionaire shall not be obligated to (but may with the Department’s approval) incorporate the same into its design and construction of the Project prior to the Substantial Completion Date. (ii) References in the If compliance with a changed, added or replacement Technical Requirements to manuals or other publications prior to Requirement that takes effect after the Substantial Completion Date shall mean those versions requires major repair, reconstruction, rehabilitation, restoration, renewal or replacement of any component of the documents in effect as of August 1Project, 2007, unless expressly provided otherwise by Technical Requirement Revisions or mutually agreed by the Department and the Concessionaire. To the extent any Technical Requirement Revisions encompass matters that are addressed in versions of such manuals or other publications in effect as of August 1, 2007, they shall, upon delivery a new component of the Department’s written notice referred to in Section 7.12(d)(i)Project, replace and supersede inconsistent provisions the Concessionaire shall commence performance of the major repair, reconstruction, rehabilitation, restoration, renewal, replacement or new improvement not later than the first to occur of (A) any deadline recommended or prescribed in the changed or added Technical Requirements. The Department shall identify any superseded provisions in its notice to Requirement, (B) the date when the Concessionaire unless otherwise stated below. first performs or (iiiif earlier) Either party is entitled first obligated to refer any dispute arising out of a proposed Department Change, other than the Department’s adoption of Technical Requirement revisions, in accordance with the dispute resolution procedures set forth in Section 17.06.perform Major Maintenance Work on such component,