Common use of Completion Schedule Clause in Contracts

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, in accordance with Section 4.8. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewith.

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series services under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for costs in accordance with Paragraph 4.9. If any item or component of the Project is required due to omission from the construction documents, ENGINEER’S liability shall be limited to the reasonable costs of correction of the construction, less the cost to the Owner if the omitted item or component had been initially included in the construction contract documents. It is intended by this provision that ENGINEER will not be responsible for any cost or expense that provides betterment, upgrade, or enhancement of the Project. To the fullest extent permitted by Laws and Regulations, Owner and ENGINEER waive against each other, and the other’s employees, officers, directors, members, insurers, partners, and consultants, any and all costsclaims for or entitlement to special, assessmentsincidental, expenseindirect, liabilities or consequential damages caused therebyarising out of, resulting from, or in accordance with Section 4.8any way related to the Project, from any cause or causes. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewiththerewith except for labor cost increases that occur when the services on a project are delayed into a subsequent calendar year.

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to the claim. No claim for adjustment in to the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, in accordance with Section 4.8. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewith.

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, in accordance with Section 4.8Paragraph 4.9. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewith.

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “"Attachment D” " and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events events, the various stages and phases of ENGINEER’S 's services are to be completed in such sequence and at such times, and with within approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S 's contract time or contract price required to perform the series services under this Agreement Agreement, it must assert such claim in writing within thirty (30) days of receipt of OWNER’S 's written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission omissions by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, in accordance with Section 4.8Paragraph 4.9. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employeeemployees, agentagents, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules scheduled or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause clause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s 's sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewith.

Completion Schedule. 6.1 The proposed schedule for 5.1 At least ten (10) Business Days prior to the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement Completion Date (or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, later date as may be required agreed between the parties), the Sellers shall deliver to assure the timelyBuyer a schedule (the “Completion Schedule”), continuous, efficient and diligent prosecution which is calculated as at the Completion Date (ignoring for these purposes the last sentence of Clause 7.3) setting out: (a) the amount of the work and services provided for by this Agreement.Consideration; 6.4 OWNER may at any time, by written order, make changes within (b) the general scope amount of the Agreement in Consideration that comprises the services Cash Consideration; (c) the amount of work to be performed. If ENGINEER believes the Consideration that such comprises the Share Consideration; (d) the Disclosed Transaction Costs, including a change justifies an increase in ENGINEER’S contract time breakdown of (i) VAT thereon, (ii) Recovered VAT or contract price required to perform any recoverable VAT thereon which has been agreed between the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to Buyer and the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted Sellers in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without Clause 20.2, and (iii) the written authorization of OWNER.Sellers’ W&I Costs Contribution Amount; 6.5 ENGINEER shall carry on all work required under this Agreement and maintain (e) to the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution extent relevant, the amount of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, Specified Pre-Completion Leakage deducted in accordance with Section 4.8.Clause 4.5; 6.7 ENGINEER shall not be responsible for (f) [***]; (g) the Consideration in respect of each Seller; (h) the Cash Consideration Allocation in respect of each Seller, taking into account (i) the VWAP Adjustment Amount Allocation and the Rounding Adjustment Amount Allocation in respect of each Seller receiving Share Consideration Allocation and (ii) any time delays in the Project, or in the performance of services under this Agreement, adjustments required to the extent such delays are caused solely by any act, omission, neglect or default Cash Consideration Allocation to reflect the waterfall in Article 6 of OWNER or anyone employed by OWNER, or by the unreasonable delay Articles of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers Company and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In fact that the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from Share Consideration Allocation has been fixed as at the date of this Agreement in accordance with Schedule 8; and (i) the occurrence Share Consideration Allocation in respect of each relevant Seller, and the Buyer shall bear no responsibility for the accuracy of the event giving rise calculations or allocations of Consideration in the Completion Schedule. 5.2 The Completion Schedule and its contents (and all formulae behind the contents) shall be the same as the Indicative Completion Schedule, save for any adjustments as follows: (a) the Completion Date not being 1 January 2026 (given the output of the waterfall under the Articles of the Company will differ accordingly); (b) any change to the claimRecovered VAT and any recoverable VAT which has been agreed between the Buyer and the Sellers in accordance with Clause 20.2 relating to Disclosed Transaction Costs; (c) the amount of any Specified Pre-Completion Leakage in relation to any Relevant Seller; (d) any change to the Sellers’ W&I Costs Contribution Amount resulting from a change to the premium payable in respect of the W&I Policy; and (e) any change to the amount of the Disclosed Transaction Costs resulting from a change to the transaction costs comprised in the definition of “Disclosed Transaction Costs”, unless OWNER grants a further period of time before leading to consequential changes (flowing through the date of final payment spreadsheet) to ENGINEERthe Consideration, Cash Consideration Allocation and the Disclosed Transaction Costs. The adjustment of time Buyer shall bear no responsibility for the performance accuracy of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy the calculations or allocations of Consideration in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewithIndicative Completion Schedule.

Completion Schedule. 6.1 The proposed schedule for 5.1 At least ten (10) Business Days prior to the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement Completion Date (or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, later date as may be required agreed between the parties), the Management Sellers’ Representative shall deliver to assure the timelyBuyer a schedule (the “Completion Schedule”), continuous, efficient and diligent prosecution which is calculated as at the Completion Date (ignoring for these purposes the last sentence of Clause 7.3) setting out: (a) the amount of the work and services provided for by this Agreement.Consideration; 6.4 OWNER may at any time, by written order, make changes within (b) the general scope amount of the Agreement in Consideration that comprises the services Cash Consideration; (c) the amount of work to be performed. If ENGINEER believes the Consideration that such comprises the Share Consideration; (d) the Disclosed Transaction Costs, including a change justifies an increase in ENGINEER’S contract time breakdown of (i) VAT thereon, (ii) Recovered VAT or contract price required to perform any recoverable VAT thereon which has been agreed between the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to Buyer and the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted Sellers in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without Clause 20.2), and (iii) the written authorization of OWNER.Sellers’ W&I Costs Contribution Amount; 6.5 ENGINEER shall carry on all work required under this Agreement and maintain (e) to the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution extent relevant, the amount of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, Specified Pre-Completion Leakage deducted in accordance with Section 4.8.Clause 4.5; 6.7 ENGINEER shall not be responsible for (f) [***]; (g) the Consideration in respect of the Sale Shares legally held by the EBT and each other shareholder of the Company (the “Shareholders”); (h) the Cash Consideration Allocation in respect of each Shareholder, taking into account (i) the VWAP Adjustment Amount Allocation and the Rounding Adjustment Amount Allocation in respect of each Shareholder receiving Share Consideration Allocation and (ii) any time delays in the Project, or in the performance of services under this Agreement, adjustments required to the extent such delays are caused solely by any act, omission, neglect or default Cash Consideration Allocation to reflect the waterfall in Article 6 of OWNER or anyone employed by OWNER, or by the unreasonable delay Articles of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers Company and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In fact that the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from Share Consideration Allocation has been fixed as at the date of this Agreement in accordance with Schedule 9; and (i) the occurrence Share Consideration Allocation in respect of each relevant Shareholder, with each Management Seller’s Management Seller Cash Consideration allocation and Management Seller Share Consideration Allocation to be set out in their Completion Schedule Extract. 5.2 The Completion Schedule and its contents (and all formulae behind the contents) shall be the same as the Indicative Completion Schedule, save for any adjustments as follows: (a) the Completion Date not being 1 January 2026 (given the output of the event giving rise waterfall under the Articles of the Company will differ accordingly); (b) any change to the claim, unless OWNER grants Recovered VAT and any recoverable VAT which has been agreed between the Buyer and the Sellers in accordance with Clause 20.2 relating to Disclosed Transaction Costs; (c) the amount of any Specified Pre-Completion Leakage in relation to any Relevant Seller; (d) any change to the Sellers’ W&I Costs Contribution Amount resulting from a further period change to the premium payable in respect of time before the date W&I Policy; and (e) any change to the amount of final payment the Disclosed Transaction Costs resulting from a change to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy transaction costs comprised in the event definition of “Disclosed Transaction Costs”, leading to consequential changes (flowing through the spreadsheet) to the Consideration, Cash Consideration Allocation and the Disclosed Transaction Costs. 5.3 Together with the Completion Schedule, the Management Sellers’ Representative shall deliver to each Management Seller a Completion Schedule Extract in respect of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewithManagement Seller.

Completion Schedule. 6.1 The proposed schedule for LESSOR hereby agrees to use its best efforts to complete, at LESSOR’s sole cost and expense, on or prior to the completion of date which is sixty (90) days after the Project is presented Effective Date (“Completion Date”), the Tenant Improvements (as defined in Revised Exhibit C-1) (“Attachment D” Work”) in accordance with the Work Letter, attached hereto and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such timeshereof as Revised Exhibit C-1, and with approved the provisions of this Clause 8 (CONSTRUCTION). The Work shall include, without limitation, any additional improvements, additions, alterations or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise construction to the claim. No claim for adjustment Premises, and shall comply with current laws and building codes as required by applicable governmental authorities in the contract time or contract price will be valid if not submitted in accordance connection with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project Work (including, without limitation, any work required to comply with ▇▇▇ ▇▇▇▇, seismic laws and health and safety laws). LESSOR agrees to schedule the Work so as to move the project along as expeditiously and efficiently as possible. Without limiting any legal remedies available to COUNTY, if the Work is delayed by any actnot completed on or prior to the Completion Date, omissionother than as a result of the actions (or inactions) of COUNTY, delayCOUNTY shall have the option, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable after notice to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, in accordance with Section 4.8. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this AgreementLESSOR, to complete the extent such delays are caused solely Work and deduct the cost thereof, including labor, materials, contractor’s overhead and an administrative charge (equal to ten percent (10%) of the cost of the Work completed by COUNTY) from any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agentRent payable, or other persons sums due LESSOR by COUNTY, hereunder. COUNTY Remedies: If the Work is not completed on or prior to the Completion Date, other than as a result of a delay caused by COUNTY, LESSOR shall be obligated to pay a penalty to COUNTY of Five Hundred Dollars ($500) per day for whose acts or omissions ENGINEER the period from the Completion Date, until the Work is responsiblesubstantially completed. The Parties agree that this penalty assessment is a reasonable estimation for the amount of damages the COUNTY will suffer for incomplete Work. In addition to the event of such delayremedy set forth in A above, ENGINEER COUNTY shall be entitled to an adjustment in pursue all other available remedies at law or pursuant to this lease. Approvals: All planning and architectural/design costs required to accomplish the schedules or agreed time limitations Work shall be LESSOR’s responsibility. All plans and working drawings for the performance of services, and this Agreement Work shall be modified in writing accordinglysubject to the prior approval of the Chief Real Estate Officer or designee. Any claim Such approvals will not be unreasonably withheld or delayed and if a written disapproval of ENGINEER any request by LESSOR is not received within ten (10) working days after submission such request shall be deemed approved. Such approvals by the Chief Real Estate Officer or designee, shall not relieve LESSOR of the responsibility for adjustment under this cause must be asserted in writing within thirty (30) days complying with all applicable codes and construction requirements, nor of obtaining necessary permits or approvals from the date authorities of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewithproper jurisdiction.

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S ’s services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S ’s contract time or contract price required to perform the series services under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S ’s written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for costs in accordance with Paragraph 4.9. If any item or component of the Project is required due to omission from the construction documents, ENGINEER’s liability shall be limited to the reasonable costs of correction of the construction, less the cost to the Owner if the omitted item or component had been initially included in the construction contract documents. It is intended by this provision that ENGINEER will not be responsible for any cost or expense that provides betterment, upgrade, or enhancement of the Project. To the fullest extent permitted by Laws and Regulations, Owner and ENGINEER waive against each other, and the other’s employees, officers, directors, members, insurers, partners, and consultants, any and all costsclaims for or entitlement to special, assessmentsincidental, expenseindirect, liabilities or consequential damages caused therebyarising out of, resulting from, or in accordance with Section 4.8any way related to the Project, from any cause or causes. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewiththerewith except for labor cost increases that occur when the services on a project are delayed into a subsequent calendar year.

Completion Schedule. 6.1 The proposed schedule for the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series services under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted in accordance with this paragraph. No services for which ENGINEER will charge additional compensation shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any negligent act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused by the negligent acts or omission by ENGINEER, then ENGINEER shall be liable to OWNER for costs in accordance with Paragraph 4.9. If any item or component of the Project is required due to omission from the construction documents, ENGINEER’S liability shall be limited to the reasonable costs of correction of the construction, less the cost to the Owner if the omitted item or component had been initially included in the construction contract documents. It is intended by this provision that ENGINEER will not be responsible for any cost or expense that provides betterment, upgrade, or enhancement of the Project. To the fullest extent permitted by Laws and Regulations, Owner and ENGINEER waive against each other, and the other’s employees, officers, directors, members, insurers, partners, and consultants, any and all costsclaims for or entitlement to special, assessmentsincidental, expenseindirect, liabilities or consequential damages caused therebyarising out of, resulting from, or in accordance with Section 4.8any way related to the Project, from any cause or causes. 6.7 ENGINEER shall not be responsible for any time delays in the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty (30) days from the date of the occurrence of the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time for the performance of services, as provided in this paragraph, shall be ENGINEER’s sole exclusive right, entitlement and remedy in the event of such delays, and ENGINEER shall have no claim against OWNER for adjustment for increase in costs of performance, or other damages occurred in connection therewiththerewith except for labor cost increases that occur when the services on a project are delayed into a subsequent calendar year.

Completion Schedule. 6.1 12.5.1 The proposed schedule for Concessionaire shall construct the completion of the Project is presented in “Attachment D” and is made a part hereof. 6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any accepted time schedule. All such time limits shall be of the essence to this Agreement. 6.3 In all events the various stages and phases of ENGINEER’S services are to be completed in such sequence and at such times, and with approved or agreed upon time limits, as may be required to assure the timely, continuous, efficient and diligent prosecution of the work and services provided for by this Agreement. 6.4 OWNER may at any time, by written order, make changes within the general scope of the Agreement in the services of work to be performed. If ENGINEER believes that such a change justifies an increase in ENGINEER’S contract time or contract price required to perform the series under this Agreement it must assert such claim in writing within thirty (30) days of receipt of OWNER’S written order giving rise to the claim. No claim for adjustment in the contract time or contract price will be valid if not submitted Medical Facilities in accordance with this paragraph. No services for which ENGINEER will charge additional compensation the Project Completion Schedule set forth in Schedule-G and that the relevant Project Milestone shall be furnished without the written authorization of OWNER. 6.5 ENGINEER shall carry on all work required under this Agreement and maintain the schedule for services during all disputes or disagreements with OWNER. No work shall be delayed or postponed pending resolution of any disputes or disagreements except as permitted in Article 8, or as ENGINEER and OWNER may otherwise agree in writing. 6.6 If the commencement, prosecution or completion of the services under this Agreement, or of the construction of the Project is delayed by any act, omission, delay, neglect or default of ENGINEER, or anyone employed by ENGINEER, or by any damage or acts caused completed by the negligent acts Concessionaire either before or omission by ENGINEER, then ENGINEER shall be liable to OWNER for any and all costs, assessments, expense, liabilities or damages caused thereby, in accordance with Section 4.8. 6.7 ENGINEER on the Scheduled Date of Completion of such Project Milestone. Provided that the Concessionaire shall not be responsible for commence any time delays in construction activity until the Project, or in the performance of services under this Agreement, to the extent such delays are caused solely by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or by the unreasonable delay of any review agency or utility, or for any delay or damage caused by fire or the combined action of workers and which are in no way chargeable, in whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the control of ENGINEER, its employee, agent, or other persons for whose acts or omissions ENGINEER Independent Engineer is responsibleappointed. In the event that the Concessionaire fails to achieve any Project Milestone within a period of such delay, ENGINEER shall be entitled to an adjustment in the schedules or agreed time limitations for the performance of services, and this Agreement shall be modified in writing accordingly. Any claim of ENGINEER for adjustment under this cause must be asserted in writing within thirty 90 (30ninety) days from the date set forth for such Milestone in Schedule-G, unless such failure has occurred due to Force Majeure or for reasons solely attributable to the Authority, it shall pay Damages to the Authority in a sum calculated at the rate of 0.1% (zero point one per cent) of the occurrence amount of Performance Security for delay of each day until such Project Milestone is achieved; provided that if any or all Project Milestones or the event giving rise to the claim, unless OWNER grants a further period of time before the date of final payment to ENGINEER. The adjustment of time Scheduled Completion Date for the performance Hospital or Medical College as the case may be, are extended in accordance with the provisions of servicesthis Agreement, as provided the dates set forth in this paragraph, Schedule-G shall be ENGINEER’s sole exclusive right, entitlement deemed to be modified accordingly and remedy the provisions of this Agreement shall apply as if Schedule-G has been amended as above; provided further that in the event Completion of such delaysthe Hospital or Medical College as the case may be is achieved on or before the Scheduled Completion Date for the Hospital or Medical College as the case may be, the Damages paid under this Clause 12.5.1 shall be refunded by the Authority to the Concessionaire, but without any interest thereon. For the avoidance of doubt, it is agreed that recovery of Damages under this Clause 12.5.1 shall be without prejudice to the rights of the Authority under this Agreement, including the right of Termination thereof. 12.5.2 In the event that the Hospital Phase-I or Hospital Phase-II is not Completed within [270 (two hundred and ENGINEER seventy)] days from the Scheduled Completion Date for Hospital Phase- I or Phase-II, as the case may be, unless the delay is on account of reasons solely attributable to the Authority or due to Force Majeure, the Authority shall have no claim against OWNER be entitled to terminate this Agreement. 12.5.3 In the event that the Medical College is not Completed within [270 (two hundred and seventy)] days from the Scheduled Completion Date for adjustment medical College, unless the delay is on account of reasons solely attributable to the Authority or due to Force Majeure, the Authority shall be entitled to terminate this Agreement. 12.5.4 The scheduled date for increase Completion of the Hospital Phase-I shall be as specified in costs of performance, or other damages occurred in connection therewith.Clause