Toll Revenues. 3.5.1 Except as otherwise provided in this Agreement, at all times during the Term, Developer shall have the exclusive right, title, entitlement and interest in and to the Toll Revenues, subject to the terms and conditions of the CDA Documents (including TxDOT’s rights to compensation in accordance with this Agreement) and the security interests therein under the Security Documents. For the avoidance of doubt, except as otherwise provided in this Agreement, the foregoing shall include the exclusive right, title, entitlement and interest in and to all tolls and other charges permitted hereunder as they accrue with respect to Transactions occurring during the Term.
3.5.2 Developer may use Toll Revenues to make any Distribution or to pay non- competitive fees and charges of Affiliates, provided Developer first pays (a) all current and delinquent amounts due to TxDOT under this Agreement or the Lease, including any compensation due under Article 5, (b) all current and delinquent costs and expenses of O&M Work or of otherwise operating and maintaining the Facility (including premiums for insurance, bonds and other performance security, and including Safety Compliance work and Handback Requirements work), (c) current and delinquent debt service, and other current and delinquent amounts, due under any Funding Agreement or Security Document, (d) all currently required or delinquent deposits to the Handback Requirements Reserve, (e) all Taxes currently due and payable or delinquent (except to the extent being contested in good faith and appropriate reserves have been established consistent with U.S. GAAP), and (f) all current and delinquent costs and expenses of Renewal Work. If Developer makes any Distribution or makes any payment to an Affiliate in violation of this provision, the same shall be deemed to be held in trust by the recipient for the benefit of TxDOT and the Collateral Agent under the senior Security Documents, and shall be payable to TxDOT or the Collateral Agent on demand. If TxDOT collects any such amounts held in trust, it shall make them available for any of the purposes set forth above and, at the request of the Collateral Agent, deliver them to the Collateral Agent net of any amounts under clause (a) above.
3.5.3 Toll Revenues shall be used first to pay all due and payable operations and maintenance costs, specifically including all amounts due to TxDOT under Sections 5.1 and 5.2.6, before they may be used and applied for any other purpose.
3.5...
Toll Revenues.
(i) From and after the Service Commencement Date and continuing during the Term, the Developer will have the exclusive right to establish, impose, charge, collect, use and enforce the collection and payment of the Toll Revenues, in accordance with the terms of this Agreement. The Developer will have no right to charge or collect the Toll Revenues, except as provided in this Agreement. Beginning on the Service Commencement Date and through the end of the Term, the Developer will have the exclusive right, title, entitlement and interest in and to the Toll Revenues, subject to the provisions of the Electronic Toll Collection Agreement substantially in the form attached as Exhibit K.
(ii) The Developer acknowledges and agrees that it will not be entitled to receive from the Department any compensation, return on investment or other profit for providing the services contemplated by this Agreement and the other Project Agreements, other than the Public Funds Amount and other payments to the extent and in the manner specified in this Agreement. The foregoing will not affect the Developer’s entitlement to Toll Revenues as provided herein.
Toll Revenues. 22.1 All expenses relating to the collection of Tolls on the Toll Road shall be borne by the Developer. Subject to Clause 24 (Developer Payments), the Developer will have sole rights to revenue arising out of the collection of Tolls and from the operation of Secondary Developments initiated by the Developer, during the Concession Period.
22.2 Any new toll equipment shall only be erected to the extent its construction complies with the Core Requirements.
22.3 In the event that the Toll Regulator does not grant permission to the Developer to set the Tolls at the level that the Developer requests in accordance with the Tolling Policy, insofar as the requested Toll Levels are equal to or below the Capped Toll Level for that period, and the rate of increase of the toll from the previous period is in line with paragraph 7.1 of Schedule 15 (Tolling Policy), the Developer can require the Grantor to pay an amount as calculated in paragraph 7 of Schedule 15 (Tolling Policy) during the period in which the actual Toll Levels are below those requested by the Developer.
22.4 The amount payable under Clause 22.3 will continue throughout the period in which the Toll Regulator requires the Developer to hold Toll Levels below those requested by the Developer, insofar as the requested Toll Levels are equal to or below the Capped Toll Level for that period, and the rate of increase of the toll from the previous period is in line with paragraph 7.1 of Schedule 15 (Tolling Policy).
22.5 Any dispute as to the level of any amount of Compensation Amount payable shall be determined by the Expert pursuant to Clause 47 (Expert Determination).
22.6 The Developer shall be entitled at any time to collect Tolls at or below the Capped Toll Levels for the relevant period. The Developer may on the termination of each six month period following the first Handover Date, apply to the Toll Regulator, in accordance with the Tolling Policy, for the Toll Regulator's approval to an increase in the Toll Levels. From the date that the Toll Regulator approves the proposed increase the Developer shall be entitled to collect Tolls at the increased Toll Levels.
Toll Revenues. (i) From and after the Service Commencement Date and continuing during the Term, the Concessionaire will have the exclusive right to establish, impose, charge, collect, use and enforce the collection and payment of the Toll Revenues, in accordance with the terms of this Agreement. The Concessionaire will have no right to charge or collect the Toll Revenues, except as expressly authorized by this Agreement. Except as otherwise provided in this Agreement, beginning on the Service Commencement Date and through the end of the Term, the Concessionaire will have the exclusive right, title, entitlement, and interest in and to the Toll Revenues, subject to the provisions of the Electronic Toll Collection Agreement substantially in the form attached as Exhibit K.
(ii) The Concessionaire acknowledges and agrees that it will not be entitled to receive from the Department any compensation, return on investment, or other profit for providing the services contemplated by this Agreement and the other Project Agreements, other than the Public Funds Amount and other payments to the extent and in the manner specified in this Agreement. The foregoing will not affect the Concessionaire’s entitlement to Toll Revenues as provided in this Agreement.
Toll Revenues. 3.7.1 Except as otherwise provided in this Agreement, at all times during the Term, Developer shall have the exclusive right, title, entitlement and interest in and to the Toll Revenues, subject to the terms and conditions of the CDA Documents (including TxDOT’s rights to compensation in accordance with this Agreement), the Project Trust and Security Instruments and the security interests in Toll Revenues under the Security Documents. For the avoidance of doubt, except as otherwise provided in this Agreement, the foregoing shall include the exclusive right, title, entitlement and interest in and to all tolls and other charges permitted hereunder as they accrue with respect to Transactions occurring during the Term.
3.7.2 Developer may use Toll Revenues to make any Distribution or to pay non- competitive fees and charges of Affiliates, provided Developer first pays (a) all current and
3.7.3 Toll Revenues shall be used first to pay all due and payable operations and maintenance costs, specifically including all amounts due to TxDOT under Sections 5.3 and 5.5, before they may be used and applied for any other purpose.
3.7.4 Developer shall have no right to use Toll Revenues to pay any debt, obligation or liability unrelated to this Agreement, the Lease, the Project, the Work or Developer’s services under this Agreement. The foregoing does not apply to or affect Developer’s right to make Distributions in accordance with Developer’s governing instruments and subject to the limitations in Section 3.7.2. For the avoidance of doubt, Developer shall have the right to use Toll Revenues to service debt required for the Project.
3.7.5 Developer acknowledges and agrees that it shall not be entitled to receive any compensation, return on investment or other profit for providing the services contemplated by this Agreement and the Lease other than those resulting from cost savings, Toll Revenues, Incidental Charges, Compensation Amounts and Termination Compensation in accordance with the provisions of this Agreement, and earnings thereon. The Parties acknowledge that this Agreement and the Lease contain commercially reasonable provisions and allow Developer a reasonable rate of return and compensation commensurate with risk.
3.7.6 Toll Revenues shall be deposited in the appropriate account under the Project Trust Agreement established for the purposes of holding Toll Revenues.
Toll Revenues. (i) From and after the Tolling and O&M Work Commencement Date for each Project Asset and continuing during the Term, the Concessionaire will have the exclusive right to impose, charge, collect, use and enforce the collection and payment of the Toll Revenues, in accordance with the terms of this Agreement. The Concessionaire will have no right to charge or collect the Toll Revenues, except as expressly authorized by this Agreement. Except as otherwise provided in this Agreement, beginning on the Tolling and O&M Work Commencement Date for each Project Asset and through the end of the Term, the Concessionaire will have the exclusive right, title, entitlement and interest in and to the Toll Revenues for such Project Asset, subject to the provisions of the Electronic Toll Collection Agreement, a form of which is attached as Exhibit I.
(ii) The Concessionaire acknowledges and agrees that it will not be entitled to receive from the Department any compensation, return on investment or other profit for providing the services contemplated by this Agreement and the other Project Agreements, other than the Public Funds Amount and other payments to the extent and in the manner specified in this Agreement.
Toll Revenues. The Custody Agreement shall include provisions requiring:
11.8.1.1 the daily deposit of all Toll Revenues into an account or accounts for the benefit of IFA and KPTIA, 11.8.1.2 the daily division of such Toll Revenues on a 50/50 basis (i.e., the Kentucky Revenue Share and the Indiana Revenue Share) for the benefit of IFA and KPTIA,
Toll Revenues
