10.5 Subject to Clauses 10.6 to 10.13 below [Sub-hubco/Project Co] shall be responsible for and shall hold the Authority harmless from the removal of any Asbestos at the Site(s) and the Authority shall have no liability in respect of the removal of any Asbestos at the Site(s) other than as set out in Clauses 10.6 to 10.13.
10.6 1Prior to the commencement of the Works at a Demolition Site, [Sub-hubco/Project Co] shall procure:
[10.6.1 the appointment of an Asbestos Surveyor in accordance with Clause 10.7 and 10.9; and]
10.6.2 that the Asbestos Surveyor [appointed in accordance with Clause 10.7 and 10.9] carries out an Asbestos Survey and submits an Asbestos Survey Report in respect of the relevant Demolition Site.
10.7 [[Sub-hubco/Project Co] shall seek competitive tenders from a minimum of [3] persons competent to carry out Asbestos Surveys on the basis that the successful tenderer shall provide:
10.7.1 Asbestos Surveys in respect of all of the Demolition Sites; and
10.7.2 for each Demolition Site, as soon as reasonably practicable after the relevant Asbestos Survey has been carried out, an Asbestos Survey Report in a format suitable for pricing by a Licensed Contractor tendering for the Asbestos Works.]
10.8 [In parallel with the process referred to in Clause 10.7 above, [Sub-hubco/Project Co] shall procure competitive tenders from a minimum of [3] Licensed Contractors, based on the Type 2 Asbestos Surveys and including a schedule of rates to assist in the pricing of the Asbestos Works.]
10.9 [As soon as reasonably practicable following receipt of the tenders referred to in Clauses 10.7 and 10.8, [Sub-hubco/Project Co] shall submit copies of such tenders to the Authority together with [Sub-hubco's/Project Co's] recommendation as to which tenders should be accepted. Within 5 Business Days of having received copies of all of the tenders referred to in Clauses 10.7 and 10.8, the Authority shall notify [Sub-hubco/Project Co] which tenders to accept, provided that failing such notification [Sub-hubco/Project Co] shall be entitled to accept the tenders it had recommended to the Authority.]
10.10 [Sub-hubco/Project Co] shall procure that a copy of each Asbestos Survey Report issued by the Asbestos Surveyor is submitted to the Authority within 7 Business Days of receipt of the same by the Building Contractor.
10.11 [Following the issue of each Asbestos Survey Report [Sub-hubco/Project Co] shall procure that [the Licensed Contractor appointed pursuant to Clause 10.9 provides a revised tender, clearly setting out its assumptions, resources analysis and all costs for carrying out the Asbestos Works at the relevant Demolition Site on the basis of the Asbestos Survey Report to enable robust and transparent verification of all allowances within the tender, and shall procure that] the Asbestos Works are completed by the Licensed Contractor in accordance with the requirements of Clause 6.2.
10.12 To the extent that, only as a result of the nature and/or extent and/or location of the Additional Asbestos, the period of time taken to complete the Asbestos Works at a Demolition Site is longer than the relevant Asbestos Works Period ("Additional Asbestos Delay"), [Sub-hubco/Project Co] will be entitled to apply for relief from its obligations and/or compensation in accordance with Clause 30 (Delay Events)2 provided that compensation for any additional direct costs and associated expenditure incurred by [Sub-hubco/Project Co] for the removal and disposal of the Additional Asbestos shall be calculated on the basis of the schedule of rates set out in [the Licensed Contractor's tender] [Part [ ] of the Schedule] and paid as provided for in Clause 10.13 below and Clause 30 (Delay Events) shall be construed accordingly.
10.13 In respect of any additional direct costs and associated expenditure incurred by [Sub-hubco/Project Co] as a result of the nature and/or extent and/or location of the Additional Asbestos at a Demolition Site (whether or not there has been an Additional Asbestos Delay):
10.13.1 [Sub-hubco/Project Co] shall deliver to the Authority a VAT invoice for such additional direct costs and associated expenditure, calculated on the basis of the schedule of rates set out in [the Licensed Contractor's tender] [Part [ ] of the Schedule], in each month in which they are incurred together with copies of the records maintained by the Building Contractor and the Licensed Contractor to show the amount of Additional Asbestos removed from the relevant Demolition Site and the associated expenditure during such month and such additional supporting information as the Authority may reasonably request; and
10.13.2 the Authority shall pay to [Sub-hubco/Project Co] the amount of each such invoice (provided that it reflects the records and schedule of rates referred to in Clause 10.13.1 above) within 20 Business Days of receipt of the same.
10.14 Unless the exposure arises directly or indirectly as a result of any act or omission of [Sub-hubco/Project Co] or any [Sub-hubco/Project Co] Party, the Authority accepts full responsibility (including any financial and other consequences which result (whether directly or indirectly) for death and personal injury in respect of exposure to Asbestos on the Site, where the exposure takes place prior to the date on which [Sub-hubco/Project Co] Is given possession f the Site for the purposes of carrying out the Works.
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1 The drafting assumes that the SPV has not appointed an Asbestos Surveyor and Licensed Contractor before financial close. On the basis that the Additional Asbestos is an Authority risk the drafting allows for the Authority to select the Asbestos Surveyor and Licensed Contractor (with an opportunity for Project Co to make its recommendations). Compensation payable to the SPV in relation to the removal of Additional Asbestos will be calculated on the basis of the Licensed Contractor’s tender. If an Asbestos Surveyor and Licensed Contractor are appointed before financial close the drafting in Clauses 10.6 to 10.9 and 10.11 will need to be revised accordingly and the Licensed Contractor’s schedule of rates should be set out in the Schedule to the Project Agreement and used for calculating compensation payable to the SPV under Clauses 10.12 and 10.13).
2 Add Additional Asbestos Delay to the list of Delay Events in Clause 29.3 and Compensation Events in Clause 29.10.