draft concession contract - PPP in Infrastructure Resource Center

More documents

Recommendations

Info

"Base Toll Tariff" has the meaning ascribed to that phrase in Annexure XV hereto;"Business Day" means any day other than a Saturday, Sunday or a day which hasbeen declared/gazetted as a public holiday by the State;"Concession Contract" means this concession contract between the ImplementingAuthority and the Concessionaire including the Annexures hereto;"Concession Period" means the period specified in Clause 2.3 and any extensionsthereof;"Concession Rights" means all the rights conferred and obligations imposed onthe Concessionaire pursuant to this Concession Contract for the purposes of theProject, including, without limitation, the right to design, construct, commission,operate, maintain, repair, charge and collect tolls on the Highway and raiserevenues from Developments;"Concessionaire" means [insert name of concessionaire], a companyestablished under the laws of the [host country] and its legal successors andassigns permitted by the Implementing Authority;"Consortium" means the [insert name of consortium] comprising the Sponsors;"Construction Commencement" means the commencement of any ConstructionWorks as certified by the Independent Engineer;"Construction Completion" in respect of any Construction Works means thecompletion of such Construction Works as certified by the issue of the Taking OverCertificate by the Independent Engineer;"Construction Contracts" means any contracts entered into by the Concessionairein relation to Construction Works;"Construction Documents" has the meaning ascribed to it in each ConstructionContract;"Construction Works" means the design, construction, upgrade, rehabilitation andperiodic maintenance works required to be undertaken by the Concessionaire so asto meet its obligations under this Concession Contract including, without limitation,the Initial Construction Works, the Additional Construction Works and theconstruction of Associated Facilities, but excluding Operation and Maintenance;"Consumer Price Index" or "CPI" means the Consumer Price Index………………………… provided that if, after the Effective Date: (i) such index shallcease to be published, or (ii) either the Implementing Authority or theConcessionaire should notify the other that, due to a change in circumstances, theindex is no longer representative then, in any such circumstances, the Parties willuse such other official information or index as may be available and acceptable tothem or, failing such acceptance, an index determined in writing as fair andreasonable by a majority decision of a panel of 3 (three) independent chartered3PPP in Infrastructure Resource Center for Contracts, Laws and Regulations (PPPIRC)Reviewed: Robert Phillips, LEGPShttp://www.worldbank.org/ppp February 2007
accountants of the [host country] appointed by the Independent Engineer, whichdetermination shall be final and binding upon the Parties. Any determination madeby such panel as to the date from which any revised index shall take effect andliability for the costs of determination of the index by the panel shall be final andbinding on the Parties. If the index is rebased or the calculation of the index isotherwise changed, the Parties will recalculate the index so that it reflects theoriginal base and/or calculation;"Contractor" means the party or parties designated as Contractor pursuant to anyConstruction Contract;"Contract Price" means:-(a)(b)in the case of the Initial Construction Works, the contract price as specified inthe Initial Construction Works Contract; andin the case of any Additional Construction Works, the contract price asspecified in the relevant Construction Contract for such works;"Correction Period' means the period specified for the rectification of any nonconformancewith the acceptance criteria specified in Annexure II;"Debt Amount" has the meaning ascribed to that term in the Deed of Suretyship;“Day" or "day" means a calendar day;"Deed of Suretyship" means the Deed of Suretyship to be executed by theImplementing Authority in favour of the General Agent in the form set out inAnnexure XXV as the same may require to be amended to take account of the finalform of the Loan Agreements;"Delivery Date(s)" means in relation to each Highway Section the date(s) uponwhich the Implementing Authority delivers that Highway Section and the Rights ofWay relating thereto to the Concessionaire;"Design and Construction Contract" means the terms specified in Annexure VII;"Detailed Design" means the detailed design for the Construction Works preparedor procured by the Concessionaire and reviewed and approved in accordance withthe procedure set out in the Engineering Requirements;"Detailed Design Procedure" means the procedure for approval of the DetailedDesign as specified in the Engineering Requirements;"Development Period" means the period between the date of this ConcessionContract and the Effective Date;"Developments" means petrol and service stations, rest areas, industrial parks,health and sport facilities, restaurants and lodging facilities, commercial facilities,buildings related to parking and other similar facilities (but excluding infrastructure4PPP in Infrastructure Resource Center for Contracts, Laws and Regulations (PPPIRC)Reviewed: Robert Phillips, LEGPShttp://www.worldbank.org/ppp February 2007
Page 1 and 2: This document has been prepared for
Page 3 and 4: 23. REPRESENTATIONS AND WARRANTIES
Page 5: 1.4 If any definition in this Claus
Page 9 and 10: "Generally Accepted Accounting Prac
Page 11 and 12: specified in Annexure XXIII and as
Page 13 and 14: (b)(c)(d)(e)(f)the date for any pay
Page 15 and 16: "Target lRR" means the rate of retu
Page 17 and 18: 2.5.2 The Concessionaire will be re
Page 19 and 20: 3.8 Limitation on Financial Indebte
Page 21 and 22: Associated Agreements at their cost
Page 23 and 24: kind whatsoever, free of any liabil
Page 25 and 26: 3.17 Highway Usage FeeThe Concessio
Page 27 and 28: 6. INDEPENDENT ENGINEER6.1 Appointm
Page 29 and 30: determination or instruction, refer
Page 31 and 32: increasing its costs, to undertake
Page 33 and 34: (b)(c)rectifying any pollution, con
Page 35 and 36: 11.9.2 (b), (c) and (d) in the even
Page 37 and 38: (d)any change to the Detailed Desig
Page 39 and 40: 8.6 Information Relating to the Con
Page 41 and 42: 10. TOLLSbeen issued and the releva
Page 43 and 44: (iii)conforms with the protocols ap
Page 45 and 46: 11.6 Operation and Maintenance Bond
Page 47 and 48: (iv)if the Concessionaire fails to
Page 49 and 50: 12. DEVELOPMENTS12.1 The Concession
Page 51 and 52: 14. LIABILITY WITH RESPECT TO USERS
Page 53 and 54: XVIII, all relevant Contractors, O&
Page 55 and 56: 16.2 Right of InspectionThe Concess
Page 57 and 58:
(d)any matter which might influence
Page 59 and 60:
10 (ten) Business Day consultation
Page 61 and 62:
(b)(c)includes, but is not limited
Page 63 and 64:
(iii)the losses and/or damages suff
Page 65 and 66:
(b)if termination is effected after
Page 67 and 68:
(a)(b)the Expected Equity Value at
Page 69 and 70:
(a)(b)the date which is 7 (seven) B
Page 71 and 72:
20.1.1 this Concession Contract or
Page 73 and 74:
the Lenders shall have the right to
Page 75 and 76:
a conflict between the UNCITRAL Arb
Page 77 and 78:
22.4 Variations in WritingAll addit
Page 79 and 80:
contained therein and amended to in
Page 81 and 82:
23.2.2 The Implementing Authority i
Page 83 and 84:
aforesaid, then this Concession Con
show all

draft concession contract - PPP in Infrastructure Resource Center

Create successful ePaper yourself

Delete template?

Save as template?