Design and Lifecycle Responsibility Clause Samples

Design and Lifecycle Responsibility. (a) Project Co shall, as between itself and WGH, be responsible for, and shall rectify at its own expense, applying all or part of the Project Co Design Contingency and such additional funds as may be necessary, all of the following: (i) design issues arising under, with respect to or in connection with the Existing Design (and in particular, drawings and specifications) requiring clarification, information and/or further instruction in order to complete the Works and which are readily discoverable, reasonably inferable as forming part of the Works or contrary to Good Industry Practice; (ii) design coordination issues caused by inconsistencies, exclusions, conflicts, interferences or gaps contained within the Existing Design, and particularly, the plans, drawings and specifications; and (iii) design completion issues where the intent can be reasonably inferred in the Existing Design but not fully detailed or specified, (collectively, the "Project Co Construction Design Issues") through the Project Term. The terms "readily discoverable", "reasonably inferable" and "reasonably inferred" shall be interpreted by taking into consideration Project Co's and the Project Co Parties' experience, investigation and examination. (b) In addition to the Project Co Construction Design Issues and subject to Section 19, Project Co shall be responsible for: (i) any issues with respect to the functionality, durability, maintainability and lifecycle cost of the mechanical and electrical systems specified in the Existing Design, including whether such systems will be adequate to meet the Output Specifications on a consistent basis for the duration of the Operational Term and the Expiry Transition Requirements on the Expiry Date (the "Project Co M&E Design Issues"); and (ii) the operation and periodic replacement of all elements of the Facility, whether part of the mechanical and electrical systems or otherwise, including finishes, seals, structural components, hardware and building fabric, as required to achieve the Output Specifications for the duration of the Operational Term and the Expiry Transition Requirements on the Expiry Date, (collectively, the "Project Co Operating Design Issues"). (c) WGH shall, as between itself and Project Co, assume full responsibility and liability for the use of the Existing Design by Project Co, in all respects other than in respect of the Project Co Construction Design Issues and the Project Co Operating Design Issues (collectively, the "Proj...