(a) (Final Acceptance tests): Project Co must develop, conduct and satisfy all tests required to determine Final Acceptance in accordance with the PSDR.
(b) (Notice): Project Co must give the State and the Independent Reviewer notice 10 Business Days prior to the date upon which it reasonably expects to achieve Final Acceptance.
(c) (Notice by Project Co): When Project Co considers that Final Acceptance has been achieved, Project Co must issue a notice in the form required by the Schedule of Certificates and Notices to the State and the Independent Reviewer which:
(i) states that it considers that Final Acceptance has been achieved and confirm all Remaining Works and all Returned Works Outstanding Items have been completed and attach to its notice the then current Remaining Works Schedule and Collated Returned Works Outstanding Items List showing the dates on which the Remaining Works and Returned Works Outstanding Items (as applicable) were completed; and
(ii) asks the Independent Reviewer to issue a Certificate of Final Acceptance.
(d) (Notice by State): Whether or not Project Co has issued a notice under clause 25.1(b) or clause 25.1(h), if, at any time after the Date of Commercial Acceptance, the State considers that Final Acceptance has been achieved, the State may:
(i) notify Project Co and the Independent Reviewer of its opinion and confirm all Remaining Works and all Returned Works Outstanding Items have been completed and attach to its notice the then current Remaining Works Schedule and Collated Returned Works Outstanding Items List showing the dates on which the Remaining Works and Returned Works Outstanding Items (as applicable) were completed; and
(ii) direct the Independent Reviewer to issue a Certificate of Final Acceptance.
(e) (Independent Reviewer to make determination): Subject to clause 25.1(f) and no later than 10 Business Days after Project Co issues a notice in accordance with clause 25.1(c) or clause 25.1(h)(i), the Independent Reviewer must determine whether Final Acceptance has been achieved.
(f) (Final Acceptance achieved): If:
(i) the Independent Reviewer determines that Final Acceptance has been achieved under clause 25.1(e); or
(ii) the State directs the Independent Reviewer to issue a Certificate of Final Acceptance in accordance with clause 25.1(d)(ii) or clause 25.2(a)(iii),
the Independent Reviewer must issue a Certificate of Final Acceptance to the State and Project Co:
(iii) certifying that Final Acceptance has been achieved; and
(iv) stating the Date of Final Acceptance.
(g) (Final Acceptance not achieved): If the State has not directed the Independent Reviewer to issue a Certificate of Final Acceptance in accordance with clause 25.1(d)(ii) or clause 25.2(a)(iii) and the Independent Reviewer otherwise determines that Final Acceptance has not been achieved, the Independent Reviewer must issue a notice to the State and Project Co:
(i) listing the work remaining to be undertaken to achieve Final Acceptance; or
(ii) stating that Final Acceptance is so far from being achieved that it is not practicable to provide a list of the type referred to in clause 25.1(g)(i),
after which Project Co must continue to expeditiously and diligently progress the Development Activities to achieve Final Acceptance.
(h) (Resubmission): If the Independent Reviewer issues a notice under clause 25.1(g):
(i) Project Co must give notice to the State and the Independent Reviewer in accordance with clause 25.1(b) when the work listed in the Independent Reviewer's notice under clause 25.1(g)(i) has been completed, or if clause 25.1(g)(ii) applies, when Project Co is otherwise of the view that Final Acceptance has been achieved; and
(ii) clauses 25.1(c) to 25.1(g) will apply in the same way as if the notice given under clause 25.1(h)(i) was the original notice under clause 25.1(b).
(i) (No restriction by Independent Reviewer): The Independent Reviewer, in making a determination as to whether Final Acceptance has been achieved, will:
(i) [Not Used];
(ii) not be restricted by any Certificate of Commercial Acceptance;
(iii) not be restricted by any notice, list or opinion already provided in accordance with this Deed; and
(iv) be entitled to raise any other items of work which are required to be completed in order to achieve Final Acceptance in accordance with this Deed which have not been so completed as a ground for determining that Final Acceptance has not been achieved.
(j) (Certificate of Final Acceptance): The issue of a Certificate of Final Acceptance in accordance with clause 25.1(f) does not constitute:
(i) evidence that Project Co has satisfied the relevant FFP Warranty;
(ii) an approval by the State of the completion or acceptance of the relevant Works under this Deed; or
(iii) evidence that all or any other obligations under this Deed have been satisfied.