18.2 Site[s] Matters104
(a) Subject to the other terms of this Agreement, the Site Conditions shall be the sole responsibility of the Contractor and accordingly (but without prejudice to any other obligation of the Contractor under this Agreement) the Contractor shall be deemed to have:
(i) carried out a ground physical and geophysical investigation and to have inspected and examined the Site[s] and their surroundings and (where applicable) any existing structures or works on, over or under the Site[s];
(ii) satisfied itself as to the nature of the Site Conditions, the ground and the subsoil, the form and nature of the Site[s], the loadbearing and other relevant properties of the Site[s], the risk of injury or damage to property affecting the Site[s], the nature of the materials (whether natural or otherwise) to be excavated and the nature of the design, works and materials necessary for the execution of the Works;
(iii) satisfied itself as to the adequacy of the means and rights of access to and through the Site[s] and any accommodation it may require for the purposes of fulfilling its obligations under this Agreement (such as additional land or buildings outside the Site[s]);
(iv) satisfied itself as to the possibility of interference by persons of any description whatsoever (other than the Authority) with access to or use of, or rights in respect of, the Site[s] with particular regard to the owners of any land adjacent to the Site[s]; and
(v) satisfied itself as to the precautions, times and methods of working necessary to prevent any nuisance or interference, whether public or private, being caused to third parties.
(b) Subject to the other terms of this Agreement, the Contractor accepts full responsibility for all matters referred to in clause 18.2.1 (Site[s] Matters) and the Contractor shall be responsible for, and hold the Authority harmless from, cleaning up and otherwise dealing with any Contamination at the Site[s] so that it shall at all times comply with its obligations under this Agreement including (without limitation) complying with, at its own cost, any applicable Legislation and any Necessary Consents, orders, notices or directions of any regulatory body (whether made against the Authority or the Contractor).
(c) To the extent that unforeseen ground conditions and/or Contamination exist in any parts of the Site[s] which are under existing buildings as at Financial Close and which it is not practical for the Contractor to investigate or survey, the Contractor shall not be responsible for them, unless they were discovered by the [identify any survey undertaken] or ought reasonably to have been discovered or could have been reasonably expected to have been identified or discovered from [identify any survey undertaken]. If the Contractor is not responsible for such ground conditions and/or Contamination under this clause 18.2.3 (Site[s] Matters) then the Authority shall be so responsible.
(d) Where pursuant to clause 18.2.3 (Site[s] Matters) the Authority is responsible for any of the matters referred to then the following provisions shall apply:
(i) where any such matter arises on or before the Services Availability Date [for such Site] it shall be deemed to be a Compensation Event for the purposes of this Agreement and any work which is required or instructed to be done in consequence of it shall be deemed to be an Authority Change;
(ii) where any such matter arises after the Services Availability Date [for such Site] it shall be deemed to be a Relief Event and no Deductions may be made in respect of the relevant Zone pursuant to Schedule 6 (Payment Mechanism) and any work or change to the Services required or instructed to be done in consequence of it, shall be deemed to be an Authority Change;
(iii) where any such matter is Contamination (before or after the Services Availability Date) the Authority shall further hold the Contractor harmless from cleaning up and otherwise dealing with such Contamination and shall indemnify the Contractor in respect of all Direct Losses incurred by the Contractor resulting from such Contamination.
(e) To the extent that any part(s) of the Site[s] suffer from or are affected by Contamination arising from a source off Site[s] (whether or not on adjacent land) the Contractor shall be responsible for such Contamination and then the following provisions shall apply:
(i) where any such matter arises on or before the Services Availability Date [for such Site] it shall be deemed to be a Relief Event for a reasonable105 period (to be agreed between the parties acting reasonably) for the purposes of this Agreement;
(ii) where any such matter arises after the Services Availability Date [for such Site] it shall be deemed to be a Relief Event and no Deductions may be made in respect of the relevant Zone pursuant to Schedule 6 (Payment Mechanism) for a reasonable period (to be agreed between the parties acting reasonably) but any work or change to the Services required or instructed to be done in consequence of it, shall be the Contractor's responsibility and shall not constitute an Authority Change;
(iii) before or after the Services Availability Date the Contractor shall further hold the Authority harmless from cleaning up and otherwise dealing with such Contamination and shall indemnify the Authority in respect of all Direct Losses incurred by the Authority resulting from such Contamination.
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104 To the extent it is not practical for the Contractor to investigate areas of the Site[s] (for example, the areas are under existing buildings) then clause 18.2.3 (Site[s] Matters) will provide relief. The Authority should bear any additional costs arising out of the unforeseen conditions in areas which the Contractor cannot investigate and which cannot be reasonably identified by the Contractor. Areas of the Site[s](s) to which this carve-out applies should be clearly identified in the Agreement.
105 The Contractor will be granted relief for a reasonable but limited period but will be required to make good and deal with any such off Site[s] Contamination.