Traffic Management Activities Sample Clauses

Traffic Management Activities. (a) The Concessionaire shall cooperate with the Department in managing the HOT Lanes as part of the overall transportation network in Northern Virginia. The Concessionaire’s congestion pricing methodology on the HOT Lanes is not intended to be inconsistent with the Department’s plans and programs for highway system management of the overall transportation network in Northern Virginia; provided, that implementation of such congestion pricing methodology is not otherwise inconsistent with and will not materially impact (i) the Concessionaire’s financial plan for financing the costs of the Project or (ii) the financial performance of the Project, and will not result in a breach of the SAFETEA-LU or other agreed operational requirements. For purposes of this subsection, “congestion pricing methodology” means a tolling methodology intended to maintain free-flow traffic conditions. (b) The Department may temporarily override any messages posted on variable message signs within or solely serving the Route 495 HOT Lanes in Virginia Project or the HOT Lanes in order to post information regarding a declared emergency issued pursuant to applicable Law by the Department or any other Governmental Authority or a significant incident involving one or more casualties requiring hospitalization or treatment by a medical professional or one or more fatalities; provided, that any such activities must be coordinated with the Concessionaire in accordance with the protocols set forth in Exhibit E. (c) The Department and the Concessionaire shall agree to the intersection control plans setting forth the management of the intersections and other junctions connecting the HOT Lanes to the surrounding roadway system to be included in or as amendments to the Joint Operating and Maintenance Protocols. At the Concessionaire’s request and expense, the Department shall be obligated from time to time to cooperate reasonably with the Concessionaire in reviewing and, if appropriate, revising the intersection control plans in order to assist the Concessionaire in meeting operational and performance targets for the HOT Lanes. (d) Subject to the Concessionaire’s obligations hereunder, during the Term the Department shall maintain, repair and, in accordance with the Department’s normal course of operations and activities, cause to be continuously open and operational, so as to permit access to the HOT Lanes by Permitted Vehicles (except for closures for activities in the following proviso), the C...
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Traffic Management Activities. TxDOT shall have at all times, without obligation or liability to Developer, the right to conduct traffic management activities on TxDOT’s Related Transportation Facilities and all other facilities of the State transportation network in the area of the Project in accordance with its standard traffic management practices and procedures in effect from time to time.
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Related to Traffic Management Activities

  • High Risk Activities 1. The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the Software could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities"). Syncro and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities.

  • Activities Except with the prior written consent of the Board, Executive will not during his employment with the Company undertake or engage in any other employment, occupation or business enterprise, other than ones in which Executive is a passive investor. Executive may engage in civic and not-for-profit activities so long as such activities do not materially interfere with the performance of his duties hereunder.

  • Outside Activities (a) The General Partner, for so long as it is the General Partner of the Partnership (i) agrees that its sole business will be to act as a general partner or managing member, as the case may be, of the Partnership and any other partnership or limited liability company of which the Partnership is, directly or indirectly, a partner or member and to undertake activities that are ancillary or related thereto (including being a Limited Partner in the Partnership) and (ii) shall not engage in any business or activity or incur any debts or liabilities except in connection with or incidental to (A) its performance as general partner or managing member, if any, of one or more Group Members or as described in or contemplated by the IPO Registration Statement, (B) the acquiring, owning or disposing of debt securities or equity interests in any Group Member, (C) the guarantee of, and mortgage, pledge, or encumbrance of any or all of its assets in connection with, any indebtedness of any Group Member or (D) the performance of its obligations under the Omnibus Agreement. (b) Subject to the terms of Section 7.5(c), each Unrestricted Person (other than the General Partner) shall have the right to engage in businesses of every type and description and other activities for profit and to engage in and possess an interest in other business ventures of any and every type or description, whether in businesses engaged in or anticipated to be engaged in by any Group Member, independently or with others, including business interests and activities in direct competition with the business and activities of any Group Member, and none of the same shall constitute a breach of this Agreement or any duty otherwise existing at law, in equity or otherwise, to any Group Member or any Partner. None of any Group Member, any Limited Partner or any other Person shall have any rights by virtue of this Agreement, any Group Member Agreement, or the partnership relationship established hereby in any business ventures of any Unrestricted Person. (c) Subject to the terms of Section 7.5(a) and Section 7.5(b), but otherwise notwithstanding anything to the contrary in this Agreement, (i) the engaging in competitive activities by any Unrestricted Person (other than the General Partner) in accordance with the provisions of this Section 7.5 is hereby approved by the Partnership and all Partners, (ii) it shall be deemed not to be a breach of any duty or any other obligation of any type whatsoever of the General Partner or any other Unrestricted Person for the Unrestricted Persons (other than the General Partner) to engage in such business interests and activities in preference to or to the exclusion of the Partnership and (iii) the Unrestricted Persons shall have no obligation hereunder or as a result of any duty otherwise existing at law, in equity or otherwise, to present business opportunities to the Partnership. Notwithstanding anything to the contrary in this Agreement or any duty otherwise existing at law or in equity, the doctrine of corporate opportunity, or any analogous doctrine, shall not apply to any Unrestricted Person (including the General Partner). No Unrestricted Person (including the General Partner) who acquires knowledge of a potential transaction, agreement, arrangement or other matter that may be an opportunity for the Partnership, shall have any duty to communicate or offer such opportunity to the Partnership, and such Unrestricted Person (including the General Partner) shall not be liable to the Partnership, to any Limited Partner or any other Person bound by this Agreement for breach of any duty by reason of the fact that such Unrestricted Person (including the General Partner) pursues or acquires for itself, directs such opportunity to another Person or does not communicate such opportunity or information to the Partnership, provided that such Unrestricted Person does not engage in such business or activity using confidential or proprietary information provided by or on behalf of the Partnership to such Unrestricted Person. (d) The General Partner and each of its Affiliates may acquire Units or other Partnership Interests in addition to those acquired on the Closing Date and, except as otherwise provided in this Agreement, shall be entitled to exercise, at their option, all rights relating to all Units and/or other Partnership Interests acquired by them. The term “Affiliates” when used in this Section 7.5(d) with respect to the General Partner shall not include any Group Member.

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