Common use of Final Completion Certificate Clause in Contracts

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHC’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHC’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHC, and to issue to SJHC and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC HMQ Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC HMQ Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. The Final Completion Notice shall also include the following documentation: (i) Project Co’s written request for release of holdback, including a declaration that no written notices of ▇▇▇▇ ▇▇▇▇▇▇▇ from the performance of the Works have been received by it; (ii) Project Co’s Statutory Declaration CCDC 9A; (iii) Project Co’s WSIB Certificate of Clearance; and (iv) a written statement that the Works has been performed to the requirements of the Contract Documents, itemizing approved changes in the Works, the Independent Certifier’s written instructions, and modifications required by Governmental Authorities. (c) SJHC HMQ shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCHMQ’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCHMQ’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCHMQ, and to issue to SJHC HMQ and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC HMQ Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c24.15(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC CTC Representative at least 10 ten Business Days’ notice prior to the date upon which Project Co anticipates all requirements for delivering the Final Completion shall be satisfiedNotice. (b) Project Co shall give the Independent Certifier and the SJHC CTC Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. The Final Completion Notice shall also include the following documentation: (i) Project Co’s written request for release of the Completion Holdback, including a declaration that no written notices of lien arising from the performance of the Works have been received by it, or if any notice of lien has been received, any such lien has been removed; (ii) Project Co’s Statutory Declaration CCDC 9A (2001); (iii) Project Co’s WSIB Certificate of Clearance; and (iv) a written statement that the Works have been performed to the requirements of the Ancillary Documents, itemizing approved changes in the Works, the Independent Certifier’s written instructions, and modifications required by Governmental Authorities. (c) SJHC The CTC shall, within 5 five Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCthe CTC’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 five Business Days after Project Co’s receipt of SJHCthe CTC’s opinion pursuant to Section 24.11(c24.15(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCthe CTC, and to issue to SJHC the CTC and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate confirming the date of issue as the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii24.15(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - – Dispute Resolution Procedure, Project Co shall, within 5 five Business Days after receipt of such report, provide the Independent Certifier and the SJHC CTC Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c24.15(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - – Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC WCH Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC WCH Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion of the Phase 2A Works and the completion and rectification of all Early Occupancy Interim Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC WCH shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCWCH’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCWCH’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCWCH, and to issue to SJHC WCH and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC WCH Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC WCH may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to WCH the costs incurred by WCH to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC HMQ Representative at least 10 Business Days’ Days‟ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC HMQ Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s Co‟s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC HMQ shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHC’s HMQ‟s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s Co‟s receipt of SJHC’s HMQ‟s opinion pursuant to Section 24.11(c24.15(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCHMQ, and to issue to SJHC HMQ and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate, including any items on the Minor Deficiencies List which remain outstanding. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii24.15(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC HMQ Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c24.15 (c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s Certifier‟s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier Consultant and the SJHC Representative CMH’s Project Manager at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall then give the Independent Certifier Consultant and the SJHC Representative CMH’s Project Manager a subsequent notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. The Final Completion Notice shall also include the following documentation: (i) Project Co’s written request for release of holdback, including a declaration that no written notices of lien arising from the performance of the Work have been received by it; (ii) Project Co’s Statutory Declaration CCDC 9A; (iii) Project Co’s WSIB Certificate of Clearance; and (iv) a written statement that the Work has been performed to the requirements of the Contract Documents, itemizing approved changes in the Work, the Consultant’s written instructions, and modifications required by Governmental Authorities. (c) SJHC CMH shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier Consultant and Project Co with SJHCCMH’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCCMH’s opinion pursuant to Section 24.11(c16.4(c), the Parties shall cause the Independent Certifier Consultant to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCCMH, and to issue to SJHC CMH and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier Consultant considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier Consultant has issued a report in accordance with Section 24.11(d)(ii16.4(d)(ii) and Project Co has not referred a Dispute dispute in relation thereto for resolution in accordance with Schedule 27 - 14 – Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier Consultant and the SJHC Representative CMH’s Project Manager with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c16.4(c) to (e16.4(e), inclusive, shall be repeated until the Final Completion Certificate has been issuedissued pursuant to Section 16.4(d)(i). (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC CAMH Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC CAMH Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC CAMH shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCCAMH’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCCAMH’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCCAMH, and to issue to SJHC CAMH and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC CAMH Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC IO Representative at least 10 Business Days’ ' notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC IO Representative notice (the “"Final Completion Notice”") upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s 's opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC IO shall, within 5 five Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHC’s IO's opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 five Business Days after Project Co’s 's receipt of SJHC’s IO's opinion pursuant to Section 24.11(c24.15(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCIO, and to issue to SJHC IO and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate, including any items on the Final Minor Deficiencies List which remain outstanding. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii24.15(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 24 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC IO Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c24.15(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s 's decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 24 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Final Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) IO shall return the Remaining Works Letter of Credit within 5 Business Days following the issuance of the Final Completion Certificate provided that if the there are any seasonal works identified in the Final Completion Notice, IO may draw from the Remaining Works Letter of Credit a holdback amount equal to 200% of the estimated cost of completing such seasonal work as identified by the Independent Certifier. Upon completion and rectification of such seasonal work, IO shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. (i) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC IO may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC IO may deduct such cost from the holdback amount identified in Section 24.10(a24.15(h). Upon completion and rectification of such seasonal work, SJHC IO shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC IO for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC Ministry Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Phase One Final Completion or Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC Ministry Representative notice (the a “Final Completion Notice”) upon the satisfaction of all requirements for Phase One Final Completion or Final Completion, as applicable, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Phase One Final Completion or Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time required for completion of all Minor Deficiencies (other than any outstanding seasonal work), the time required for completion of any outstanding seasonal work and the submission of all records and data as set forth in Section 3 of Schedule 16 - Commissioning, together with Project Co’s opinion as to whether the conditions for issuance of the Phase One Final Completion Certificate or the Final Completion Certificate have been satisfied. (c) SJHC The Ministry shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCthe Ministry’s opinion as to whether the conditions for issuance of the Phase One Final Completion Certificate or the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Phase One Final Completion Certificate or the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCthe Ministry’s opinion pursuant to Section 24.11(c25.7(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Phase One Final Completion Certificate or the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCthe Ministry, and to issue to SJHC the Ministry and to Project Co either: (i) the Phase One Final Completion Certificate or the Final Completion Certificate, setting out in such certificate the Phase One Final Completion Date or the Final Completion Date, as applicable; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Phase One Final Completion Certificate or the Final Completion Certificate, including any items on the Minor Deficiencies List which remain outstanding other than any outstanding seasonal work identified in the Final Completion Notice. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii25.7(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 22 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC Ministry Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c25.7(c) to (e), inclusive, shall be repeated until the Phase One Final Completion Certificate or the Final Completion Certificate, as applicable, has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Phase One Final Completion Certificate or the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 22 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC the Ministry may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to the Ministry the costs incurred by the Ministry to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC HRRH Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC HRRH Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC HRRH shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCHRRH’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCHRRH’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCHRRH, and to issue to SJHC HRRH and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC HRRH Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC HRRH may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to HRRH the costs incurred by HRRH to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC City Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC City Representative notice (the a “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and Deficiencies, the time required for completion of all outstanding seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC The City shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCthe City’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCthe City’s opinion pursuant to Section 24.11(c26.8(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCthe City, and to issue to SJHC the City and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date, as applicable; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate, including any items on the Minor Deficiencies List which remain outstanding. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii26.8(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - − Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC City Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; andAmended and Restated Project Agreement Ottawa Light Rail Transit Project REDACTED Execution Version CONFIDENTIAL AND PROPRIETARY Page 114 CAN: 26350049.2 BD-#30398459-v2 (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and (iv) and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c26.8(c) to (e26.8(e), inclusive, shall be repeated until the Final Completion Certificate Certificate, has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - − Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC the City may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to the City the costs incurred by the City to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC WGH Representative at least 10 Business Days’ ' notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC WGH Representative notice (the “"Final Completion Notice”") upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s 's opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC WGH shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHC’s WGH's opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s 's receipt of SJHC’s WGH's opinion pursuant to Section 24.11(c25.12(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCWGH, and to issue to SJHC WGH and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii25.12(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC WGH Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c25.12(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s 's decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC IO Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion in respect of a Site shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC IO Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final CompletionCompletion in respect of a Site, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC IO shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCIO’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCIO’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCIO, and to issue to SJHC IO and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC IO Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC IO may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to IO the costs incurred by IO to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC HMQ Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC HMQ Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC HMQ shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCHMQ’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCHMQ’s opinion pursuant to Section 24.11(c24.15(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCHMQ, and to issue to SJHC HMQ and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate, including any items on the Minor Deficiencies List which remain outstanding. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii24.15(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC HMQ Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c24.15 (c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC HHS Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC HHS Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC HHS shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHC’s HHS’ opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHC’s HHS’ opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCHHS, and to issue to SJHC HHS and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC HHS Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC HHS may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to HHS the costs incurred by HHS to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier Consultant and the SJHC Representative THP’s Project Manager at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for delivering the Final Completion shall be satisfiedNotice. (b) Project Co shall then give the Independent Certifier Consultant and the SJHC Representative THP’s Project Manager a subsequent notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. The Final Completion Notice shall also include the following documentation: (i) Project Co’s written request for release of holdback, including a declaration that no written notice of lien arising in relation to the performance of the Work has been received by it that has not been withdrawn by the lien claimant; (ii) Project Co’s Statutory Declaration CCDC 9A; (iii) Project Co’s WSIB Certificate of Clearance; and (iv) a written statement that the Work has been performed to the requirements of the Contract Documents, itemizing approved changes in the Work, the Consultant’s written instructions, and modifications required by Governmental Authorities. (c) SJHC THP shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier Consultant and Project Co with SJHCTHP’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued.issued.‌ (d) Within 5 Business Days after Project Co’s receipt of SJHCTHP’s opinion pursuant to Section 24.11(c16.3(c), the Parties shall cause the Independent Certifier Consultant to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCTHP, and to issue to SJHC THP and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate confirming the date of issue as the Final Completion Date; oror‌ (ii) a report detailing the matters that the Independent Certifier Consultant considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate.Certificate.‌ (e) Where the Independent Certifier Consultant has issued a report in accordance with Section 24.11(d)(ii16.3(d)(ii) and Project Co has not referred a Dispute dispute in relation thereto for resolution in accordance with Schedule 27 - 14 – Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier Consultant and the SJHC Representative with:THP’s Project Manager with:‌ (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c16.3(c) to (e16.3(e), inclusive, shall be repeated until the Final Completion Certificate has been issuedissued pursuant to Section 16.3(d)(i). (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC NHS Representative at least 10 Business Days’ ' notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC NHS Representative notice (the “"Final Completion Notice”") upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s 's opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC NHS shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHC’s NHS's opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s 's receipt of SJHC’s NHS's opinion pursuant to Section 24.11(c25.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCNHS, and to issue to SJHC NHS and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii25.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC NHS Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c25.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s 's decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier and the SJHC IO Representative at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall give the Independent Certifier and the SJHC IO Representative notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal work, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. (c) SJHC IO shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier and Project Co with SJHCIO’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCIO’s opinion pursuant to Section 24.11(c), the Parties shall cause the Independent Certifier to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCIO, and to issue to SJHC IO and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier has issued a report in accordance with Section 24.11(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier and the SJHC IO Representative with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC IO may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Co. Project Co shall reimburse SJHC pay to IO the costs incurred by IO to complete such seasonal work within 10 Business Days of presentation of an invoice for all such excess costcosts.

Final Completion Certificate. (a) Project Co shall give the Independent Certifier Consultant and the SJHC Representative HMQ’s Project Manager at least 10 Business Days’ notice prior to the date upon which Project Co anticipates all requirements for Final Completion shall be satisfied. (b) Project Co shall then give the Independent Certifier Consultant and the SJHC Representative HMQ’s Project Manager a subsequent notice (the “Final Completion Notice”) upon the satisfaction of all requirements for Final Completion, which Final Completion Notice shall describe, in reasonable detail, the satisfaction of the requirements for Final Completion, including the completion and rectification of all Early Occupancy Minor Deficiencies and all Minor Deficiencies and the time for completion of all seasonal workDeficiencies, together with Project Co’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied. The Final Completion Notice shall also include the following documentation: (i) Project Co’s written request for release of holdback, including a declaration that no written notices of ▇▇▇▇ ▇▇▇▇▇▇▇ from the performance of the Work have been received by it; (ii) Project Co’s Statutory Declaration CCDC 9A; (iii) Project Co’s WSIB Certificate of Clearance; and (iv) a written statement that the Work has been performed to the requirements of the Contract Documents, itemizing approved changes in the Work, the Consultant’s written instructions, and modifications required by Governmental Authorities. (c) SJHC HMQ shall, within 5 Business Days after receipt of the Final Completion Notice, provide the Independent Certifier Consultant and Project Co with SJHCHMQ’s opinion as to whether the conditions for issuance of the Final Completion Certificate have been satisfied and, if applicable, any reasons as to why it considers that the Final Completion Certificate should not be issued. (d) Within 5 Business Days after Project Co’s receipt of SJHCHMQ’s opinion pursuant to Section 24.11(c16.6(c), the Parties shall cause the Independent Certifier Consultant to determine whether the conditions for issuance of the Final Completion Certificate have been satisfied, having regard for the opinions of both Project Co and SJHCHMQ, and to issue to SJHC HMQ and to Project Co either: (i) the Final Completion Certificate, setting out in such certificate the Final Completion Date; or (ii) a report detailing the matters that the Independent Certifier Consultant considers are required to be performed by Project Co to satisfy the conditions for issuance of the Final Completion Certificate. (e) Where the Independent Certifier Consultant has issued a report in accordance with Section 24.11(d)(ii16.6(d)(ii) and Project Co has not referred a Dispute in relation thereto for resolution in accordance with Schedule 27 - 14 – Dispute Resolution Procedure, Project Co shall, within 5 Business Days after receipt of such report, provide the Independent Certifier Consultant and the SJHC Representative HMQ’s Project Manager with: (i) a detailed list indicating the rectification actions proposed for all matters raised in such report; (ii) the schedule for completion of all such rectification actions; and (iii) any additional Project Co Commissioning that needs to be undertaken as a result of the rectification actions, and Project Co shall perform all such additional rectification actions and Project Co Commissioning in a timely manner. Upon completion thereof, Project Co may give a further Final Completion Notice and Sections 24.11(c) to (e), inclusive, shall be repeated until the Final Completion Certificate has been issued. (f) Any Dispute in relation to the Independent Certifier’s decision to issue or not to issue the Final Completion Certificate may be referred for resolution in accordance with Schedule 27 - Dispute Resolution Procedure. (g) For the purposes of the Final Completion Notice, any of the Minor Deficiencies which are items of minor work of a seasonal nature which cannot be completed prior to the Final Completion Date shall be identified in the Final Completion Notice, and shall be completed within the period identified in the Final Completion Notice. (h) If, within 30 days after the time specified in the Final Completion Notice for completion of seasonal work, Project Co has failed to complete such seasonal work, SJHC may engage others to perform the work necessary to complete the seasonal work, at the risk and cost of Project Co, and SJHC may deduct such cost from the holdback amount identified in Section 24.10(a). Upon completion and rectification of such seasonal work, SJHC shall release to Project Co the amount of the holdback related to such seasonal work, together with all interest accrued thereon. If the cost of such completion and rectification exceeds the amount of such holdback and interest, then Project Co shall reimburse SJHC for all such excess cost.