Common use of Performance Levels Clause in Contracts

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network for charges for the Billing Period immediately following Aurizon Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network does not comply with the Aurizon Network Performance Level then Aurizon Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and]

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator Access Holder must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon QR Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon QR Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator Access Holder the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator Access Holder becoming entitled to that amount. Where there is no next Billing Period, Aurizon QR Network must pay such amount to the Operator Access Holder within fourteen (14) days after receipt of a Tax Invoice from the OperatorAccess Holder. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations, then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Access Holder and/or the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Access Holder fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Access Holder will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Access Holder, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Access Holder for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non-compliance to the extent that the non-compliance was attributable to a Railway Operator (other than the Access Holder) or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Access Holder shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator Access Holder must pay to Aurizon Network QR the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following Aurizon Network QR becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network QR does not comply with the Aurizon Network QR Performance Level then Aurizon Network QR will credit to the Operator Access Holder the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following the Operator Access Holder becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operatoramo unt. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations, then the existing Performance Levels shall continue to apply unless varied by QR in accordance with the provisions of Clause 5.6(e). (e) In the event that the Access Holder and/or the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Access Holder fails to demonstrate to the reasonable satisfaction of QR when requested to do so, that the Access Holder and/or the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Access Holder, QR will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Access Holder and/or the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non-compliance to the extent that the non-compliance was attributable to a Railway Operator (other than the Access Holder or the Operator) or to QR); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Access Holder shall be entitled to dispute any variation proposed by QR pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon QR Network for [Access Charges and other] charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon QR Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon QR Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon QR Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator.. [Bracketed text is only (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and]] the

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network Queensland Rail the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network Queensland Rail for Access Charges and other charges for the Billing Period immediately following Aurizon Network Queensland Rail becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network Queensland Rail within fourteen ten (1410) days Business Days after receipt of a Tax Invoice from Aurizon NetworkQueensland Rail. (c) If Aurizon Network Queensland Rail does not comply with the Aurizon Network Queensland Rail Performance Level then Aurizon Network Queensland Rail will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network Queensland Rail for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network Queensland Rail must pay such amount to the Operator within fourteen ten (1410) days Business Days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by Queensland Rail in accordance with the provisions of Clause 5.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of Queensland Rail when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Operator, Queensland Rail will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator or to Queensland Rail); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by Queensland Rail pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after of the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Operator, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator Access Holder must pay to Aurizon Network QR the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following Aurizon Network QR becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network QR does not comply with the Aurizon Network QR Performance Level then Aurizon Network QR will credit to the Operator Access Holder the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following the Operator Access Holder becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations, then the existing Performance Levels shall continue to apply unless varied by QR in accordance with the provisions of Clause 5.6(e). (e) In the event that the Access Holder and/or the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Access Holder fails to demonstrate to the reasonable satisfaction of QR when requested to do so, that the Access Holder and/or the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Access Holder, QR will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Access Holder and/or the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non-compliance to the extent that the non-compliance was attributable to a Railway Operator (other than the Access Holder or the Operator) or to QR); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Access Holder shall be entitled to dispute any variation proposed by QR pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network QR the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following Aurizon Network QR becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network QR does not comply with the Aurizon Network QR Performance Level then Aurizon Network QR will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after of the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR in accordance with the provisions of Clause 5.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Operator, QR will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator or to QR); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by QR pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon QR Network does not comply with the Aurizon Network QR Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after of the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to the Dispute Managers for resolution in accordance with Clause 17.2.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator Access Holder must pay to Aurizon Network QR the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following Aurizon Network QR becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network QR does not comply with the Aurizon Network QR Performance Level then Aurizon Network QR will credit to the Operator Access Holder the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network QR for Access Charges and other charges for the Billing Period immediately following the Operator Access Holder becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations, then the existing Performance Levels shall continue to apply unless varied by QR in accordance with the provis ions of Clause 5.6(e). (e) In the event that the Access Holder and/or the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Access Holder fails to demonstrate to the reasonable satisfaction of QR when requested to do so, that the Access Holder and/or the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Access Holder, QR will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Access Holder and/or the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of as sessing previous a Railway Operator (other than the Access Holder or the compliance, any non-compliance to the extent that the non-compliance was attributable to (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Access Holder shall be entitled to dispute any variation proposed by QR pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network the Queensland Railthe amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network Queensland Rail for charges for the Billing Period immediately following Aurizon Network Queensland Rail becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network Queensland Rail within fourteen (14) days after receipt of a Tax Invoice from Aurizon NetworkQueensland Rail. (c) If Aurizon Network does Queensland Raildoes not comply with the Aurizon Network Queensland Rail Performance Level then Aurizon Network Queensland Rail will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network Queensland Rail for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network Queensland Rail must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and]

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon QR Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon QR Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon QR Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 6.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term, then, following consultation with the Operator and the relevant End User, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator (other than End Users) or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 6.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 18.3. (g) If any variations under this Clause 6.6 affect the Train Service Description or should, in QR Network’s opinion, result in the amounts payable by any relevant End User under an End User Access Agreement being varied, then the commencement of those variations is subject to and conditional upon the Operator being notified by QR Network that all necessary amendments (if any) to the End User Access Agreements (including variations to the amounts payable by End Users) have been made in respect of such matters and any relevant nomination of the Operator by an End User in accordance with an End User Access Agreement has, if necessary, been varied.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5Schedule 5 as part of the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon QR Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon QR Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon QR Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 6.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term, then, following consultation with the Operator and notice to the relevant End User and taking the steps required under Clause 6 of the relevant End User Access Agreement, QR Network will (subject to compliance with Clause 6 of the relevant End User Access Agreement) be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator (other than End Users) or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall, subject to Clause 6.6(g), be entitled to dispute any variation proposed by QR Network pursuant to Clause 6.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 18.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network for charges for the Billing Period immediately following Aurizon Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network does not comply with the Aurizon Network Performance Level then Aurizon Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties and the End User are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by Aurizon Network in accordance with the provisions of Clause 6.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of Aurizon Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term, then, if following satisfaction by Aurizon Network of the requirements of Clauses 5(a) and 5(b) of the End User Access Agreement, Aurizon Network continues to not be reasonably satisfied that the Operator will consistently comply with the Train Service Description for the remainder of the Term, Aurizon Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator (other than the End User) or to Aurizon Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by Aurizon Network pursuant to Clause 6.6(e) and such dispute will be notified to an End User by the Operator pursuant to Clause 23.1 and referred to an expert for resolution in accordance with Clause 18.3. (g) If any variations under this Clause 6.6 affect the Train Service Description or should, in Aurizon Network’s opinion, result in the amounts payable by the End User under the End User Access Agreement being varied, then the commencement of those variations is subject to and conditional upon the Operator being notified by Aurizon Network that all necessary amendments (if any) to the End User Access Agreements (including variations to the amounts payable by the End User) have been made in respect of such matters and any relevant nomination of the Operator by the End User in accordance with the End User Access Agreement has, if necessary, been varied.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network for charges for the Billing Period immediately following Aurizon Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network does not comply with the Aurizon Network Performance Level then Aurizon Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and] the Train Service Description. If the Parties and the End User are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by Aurizon Network in accordance with the provisions of Clause 6.6(e). [Bracketed text is only included where Operator pays non-TOP Access Charges] (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and (ii) the Operator fails to demonstrate to the reasonable satisfaction of Aurizon Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term, then, if following satisfaction by Aurizon Network of the requirements of Clauses 5(a) and 5(b) of the End User Access Agreement, Aurizon Network continues to not be reasonably satisfied that the Operator will consistently comply with the Train Service Description for the remainder of the Term, Aurizon Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator (other than the End User) or to Aurizon Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level [and the Base Access Charges]) to reflect the impact of the change in the

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon QR Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon QR Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon QR Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Operator, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network for charges for the Billing Period immediately following Aurizon Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network does not comply with the Aurizon Network Performance Level then Aurizon Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and] the Train Service Description. If the Parties and the End User are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by Aurizon Network in accordance with the provisions of Clause 6.6(e). [Bracketed text is only included where Operator pays non-TOP Access Charges] (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and (ii) the Operator fails to demonstrate to the reasonable satisfaction of Aurizon Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term, then, if following satisfaction by Aurizon Network of the requirements of Clauses 5(a) and 5(b) of the End User Access Agreement, Aurizon Network continues to not be reasonably satisfied that the Operator will consistently comply with the Train Service Description for the remainder of the Term, Aurizon Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator (other than the End User) or to Aurizon Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level [and the Base Access Charges]) to reflect the impact of the change in the Train Service Description. [Bracketed text is only included where Operator pays non-TOP Access Charges] (f) The Operator shall be entitled to dispute any variation proposed by Aurizon Network pursuant to Clause 6.6(e) and such dispute will be notified to an End User by the Operator pursuant to Clause 23.1 and referred to an expert for resolution in accordance with Clause 18.3. (g) If any variations under this Clause 6.6 affect the Train Service Description or should, in Aurizon Network’s opinion, result in the amounts payable by the End User under the End User Access Agreement being varied, then the commencement of those variations is subject to and conditional upon the Operator being notified by Aurizon Network that all necessary amendments (if any) to the End User Access Agreements (including variations to the amounts payable by the End User) have been made in respect of such matters and any relevant nomination of the Operator by the End User in accordance with the End User Access Agreement has, if necessary, been varied.

Performance Levels. (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.65.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following Aurizon QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon QR Network does not comply with the Aurizon QR Network Performance Level then Aurizon QR Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon QR Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after of the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, may agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Operator (i) does not comply in any material respect with the Train Service Description; and] (ii) the Operator fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Operator will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Operator, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Operator for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non- compliance to the extent that the non-compliance was attributable to another Railway Operator or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Operator shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to the Dispute Managers for resolution in accordance with Clause 17.2.