Common use of Changes in User Classifications Clause in Contracts

Changes in User Classifications. (a) The Concessionaire may not change, add to or delete any of the User Classifications without the Department’s express prior written consent pursuant to this Section 5.03. (b) If the Concessionaire desires to change, add to or delete any of the User Classifications, the Concessionaire will apply to the Department for permission to implement such change, addition or deletion at least 75 Days prior to the proposed effective date of such change. Such application will set forth: (i) each proposed change, addition or deletion; (ii) the date each change, addition or deletion will become effective; (iii) the length of time each change, addition or deletion will be in effect; (iv) the reason the Concessionaire requests each change, addition or deletion; (v) the effect each change, addition or deletion is likely to have upon users and traffic patterns; (vi) a proposed schedule of toll rates reflecting each change, addition or deletion; (vii) a comprehensive report and analysis of the effect each change, addition or deletion is anticipated to have on the Equity IRR, including the effects on the Base Case Financial Model and on the assumptions and data therein; and (viii) such other information and data as the Department may reasonably request. (c) The Concessionaire’s application will be deemed granted without conditions unless within 30 Days after receipt of a completed application the Department advises the EXECUTION VERSION – DECEMBER 5, 2011 Concessionaire in writing that it has granted the Concessionaire’s application with conditions or denied the Concessionaire’s application. The Department may deny an application or impose conditions in its reasonable discretion, including conditioning approval on adjustment of compensation for the Department pursuant to this Agreement. Without limiting the Department’s discretion, the following matters will be grounds for rejection: (i) the proposals set forth in the application are not reasonable under the circumstances; (ii) the supporting documentation is erroneous, incomplete, inconsistent, inaccurate or deficient, or is insufficient to support the proposal; or (iii) the assumptions of projections set forth in the application are unrealistic. If the Concessionaire resubmits an application after rejection or imposition of conditions, the above procedures will apply to the resubmitted application. (d) If the Concessionaire’s application is deemed granted without conditions or is granted subject to conditions acceptable to the Concessionaire, then: (i) the Concessionaire may implement such change in User Classifications on the effective date set forth in the application, subject to such conditions, if any, imposed by the Department, and subject to first giving notice to the public of the change, addition or deletion in the same manner as a planned toll rate adjustment pursuant to Section 5.02(b); and (ii) the parties will promptly amend (A) the Toll Rate Schedule to incorporate the change, addition or deletion and (B) this Agreement as necessary in accordance with the accepted conditions.

Changes in User Classifications. (a) The Concessionaire may not change, add to or delete any of the User Classifications without the Department’s express prior written consent pursuant to this Section 5.03. (b) If the Concessionaire desires to change, add to or delete any of the User Classifications, the Concessionaire will apply to the Department for permission to implement such change, addition or deletion at least 75 Days prior to the proposed effective date of such change. Such application will set forth: (i) each proposed change, addition or deletion; (ii) the date each change, addition or deletion will become effective; (iii) the length of time each change, addition or deletion will be in effect; (iv) the reason the Concessionaire requests each change, addition or deletion; (v) the effect each change, addition or deletion is likely to have upon users and traffic patterns; (vi) a proposed schedule of toll rates reflecting each change, addition or deletion; (vii) a comprehensive report and analysis of the effect each change, addition or deletion is anticipated to have on the Equity IRR, including the effects on the Base Case Financial Model and on the assumptions and data therein; and (viii) such other information and data as the Department may reasonably request. (c) The Concessionaire’s application will be deemed granted without conditions unless within 30 Days after receipt of a completed application the Department advises the EXECUTION VERSION – DECEMBER 5, 2011 Concessionaire in writing that it has granted the Concessionaire’s application with conditions or denied the Concessionaire’s application. The Department may deny an application or impose conditions in its reasonable discretion, including conditioning approval on adjustment of compensation for the Department pursuant to this Agreement. Without limiting the Department’s discretion, the following matters will be grounds for rejection: (i) the proposals set forth in the application are not reasonable under the circumstances; (ii) the supporting documentation is erroneous, incomplete, inconsistent, inaccurate or deficient, or is insufficient to support the proposal; or (iii) the assumptions of projections set forth in the application are unrealistic. If the Concessionaire resubmits an application after rejection or imposition of conditions, the above procedures will apply to the resubmitted application. (d) If the Concessionaire’s application is deemed granted without conditions or is granted subject to conditions acceptable to the Concessionaire, then: (i) the Concessionaire may implement such change in User Classifications on the effective date set forth in the application, subject to such conditions, if any, imposed by the Department, and subject to first giving notice to the public of the change, addition or deletion in the same manner as a planned toll rate adjustment pursuant to Section 5.02(b); and (ii) the parties will promptly amend (A) the Toll Rate Schedule to incorporate the change, addition or deletion and (B) this Agreement as necessary in accordance with the accepted conditions.