7.7  Project Control Group

(a)  (Establishment): The parties will establish a group consisting of the following members (together the Project Control Group):

(i)  during the Development Phase:

A.  the State Representative;

B.  the Project Co Representative;

C.  the Design Development Coordinator;

D.  the on-site project director of the D&C Contractor;

E.  the project director of the Services Contractor;

F.  any other person the State nominates from time to time; and

G.  any other person the parties agree is appropriate; and

(ii)  during the Operational Phase:

A.  the State Representative;

B.  the Project Co Representative;

C.  the project director of the Services Contractor;

D.  any other person the State nominates from time to time; and

E.  any other person the parties agree is appropriate.

(b)  (Functions): The functions of the Project Control Group will be to:

(i)  monitor the overall progress of the Project Activities and compliance with the requirements of the State Project Documents;

(ii)  assist in the resolution of any matters referred to the Project Control Group by a party including Disputes referred to it under clause 48.3(d);

(iii)  review all reports and plans provided by Project Co, its Subcontractors and the Independent Reviewer during the Term;

(iv)  during the Operational Phase, discuss the application of the Abatement regime described in the Payment Schedule and agree to any changes to that regime (if any);

(v)  discuss and address matters in relation to Augmentations including those arising out of clause 35.15, the Augmentation Process Schedule and potential Augmentations;

(vi)  discuss and address interface management issues; and

(vii)  discuss and address such other matters as the members of the Project Control Group may agree from time to time in connection with the Project.

(c)  (Meetings): The Project Control Group must:

(i)  meet:

A.  Monthly during the Development Phase (not later than 15 Business Days after the end of each Month);

B.  Quarterly during the Operational Phase (not later than 15 Business Days after the end of each Quarter); and

C.  as otherwise:

1)  agreed by the State Representative and the Project Co Representative; or

2)  called to meet on 10 Business Days' notice by the State Representative or the Project Co Representative (or on such other notice as otherwise agreed by them or as is required under clause 48.3(d)); and

(ii)  conduct its meetings in the manner agreed from time to time between the State Representative and the Project Co Representative.

(d)  (Reports): Project Co must no later than 10 Business Days after the end of each Month, and in any event no later than 5 Business Days before each meeting of the Project Control Group convened in accordance with clause 7.7(c)(i)A or 7.7(c)(i)B (as applicable), give each member of the Project Control Group and the Independent Reviewer:

(i)  prior to Final Acceptance, a Monthly Development Phase Progress Report for the previous Month prepared in accordance with the PSDR; and

(ii)  after Commercial Acceptance, a Monthly Operational Phase Performance Report for the previous Month prepared in accordance with the PSDR.

(e)  (Other attendees): The State may:

(i)  require that one or more representatives of the Independent Reviewer or any Interface Party attend a meeting of the Project Control Group and Project Co agrees to those representatives attending the relevant meeting; and

(ii)  direct Project Co to procure the attendance of senior representatives of any of the Subcontractors (not forming part of the Project Control Group), the Financiers or any of their respective Associates at any meeting of the Project Control Group.