(a) The Contractor shall keep itself up to date and informed of any amendments, re-enactments or replacements or other changes to Applicable Laws. In carrying out its obligations under or arising out of the Contract, the Contractor shall comply with:36 Notices, Claims and Notifications ..............................................................................................72 37 General Representations and Warranties .................................................................................73 38 Miscellaneous ............................................................................................................................74Appendix A Scope of Work Appendix B Compensation Appendix C Contract Schedule Appendix D Administration Requirements Appendix E Company's Documents Appendix F Contractor's Documents Appendix G Company's Obligations Appendix H Subcontractors Appendix I Insurances Appendix J Standard Performance and Guarantee Bond Appendix K Form of Novation Appendix L Parent Company Guarantee Appendix M Local Requirements – N/A Appendix N ECA Financing Requirements"Acceptance Certificate" means the certificate to be issued by the Company in accordance with Art. 22.4 when the Work (including all work necessary to complete all Minor Outstanding Items and all Guarantee Work) has been completed in accordance with the Contract."Affiliate" means with respect to any specified person, any other person that, directly or indirectly, controls, is controlled by or is under common control with such specified person and "Affiliates" shall be construed accordingly. For the purposes of this definition, "control" means the direct or indirect beneficief ownership of more than fifty per cent (50%) of the issued share capital, stock or other participating interest or the legal power to direct or cause the direction of the general management, of the company, partnership or other person in question, and "controlled" shall be construed accordingly.(j) Appendix J: Standard Performance and Guarantee Bond"Applicable Laws" means any act, statute or piece of legislation; any executive or royal order or decree; any delegated or subordinate legislation, order, statutory instrument, rules or regulations; any judgement or order of a court of competent jurisdiction; any administrative act or decision of a Public Authority (including the terms of any Permit) having legally binding effect; any codes or guidance having legally binding effect, irrespective of whether the same areall if and to the extent they are participating in the Project.applicable at a local, regional, federal, national or supranational level, including but not limited to all applicable Polish legislation (including applicable European Union legislation), which are applicable to the performance of the Contract, the Work, the Deliverables and/or the Project.“Bank Confirmation Letter” means the signed and dated bank confirmation letter substantially in the form set out in Annex 2 to Appendix N."Company" is defined in the Form of Contract. "Company Contract Liability Limit" is as defined in Art. 31.7. "Company Group" means: (a) the Company; and the successors in title and all Affiliates of such entities;(b) the Company's contractors, service providers and suppliers and sub-contractors, sub- service providers and sub-suppliers of any tier (but excluding any member of the Contractor Group);(c) the employees (including consultants and agency personnel), agents, directors and officers of the entities referred to in (a) and (b), above,"Company's Documents" mean the documents listed in Appendix E (Company's Documents), as may be added to or revised in accordance with Art. 8.1."Company's Materials" mean all equipment and/or materials to be supplied by the Company, in accordance with Appendix G (Company's Obligations) and which are to be incorporated in the Contract Object."Company's Representative" means the person who at any time is appointed in accordance with Art. 4.1 to act on behalf of the Company."Completion" means when the whole of the Work has been completed by the Contractor in accordance with the Contract, any other requirements for Completion stated in the Contract have been met and "Completed" shall be construed accordingly."Completion Certificate" means the certificate issued by the Company in accordance with Art. 19.3 when the Work has achieved Completion."Contract" means the Form of Contract, these Conditions of Contract and the Appendices. "Contract Date" means the date of the Form of Contract. "Contract Liability Limit" is as defined in Art. 31.1."Contract Object" means the object, to be delivered by the Contractor in accordance with Contract as detailed in Appendix A (Scope of Work)."Contract Price" means the contract price set out in Appendix B (Compensation) as may be adjusted in accordance with the Contract."Contract Schedule" means the contract schedule set out in Appendix C (Contract Schedule), as varied in accordance with the provisions of the Contract."Contractor" is defined in the Form of Contract."Contractor's Documents" means the documents set out on in Appendix F (Contractor's Documents)."Contractor's Equipment" means all plant, facilities, temporary structures and accommodation equipment, machinery, tools, apparatus, temporary works, materials, supplies, appliances or things of every kind used in connection with the Contractor's performance of the Work, but which are not intended to become a part of the Contract Object (excluding any equipment to be provided by the Company pursuant to Art. 8.5(a))."Contractor Group" means: (a) the Contractor and all its Affiliates;(b) the Contractor's contractors, service providers and suppliers and sub-contractors, sub- service providers and sub-suppliers of any tier; and(c) the employees (including consultants and agency personnel), agents, directors and officers of the entities referred to in (a) and (b), above,"Deliverables" means the Contract Object, all Final Documentation, any other documentation and other items which the Contractor is obliged to deliver under the Contract.all if and to the extent they are participating in the performance of any part of the Work and/or the performance of the Contractor's obligations under the Contract."Contractor's Representative" means the person who at any time is appointed in accordance with Art. 4.1 to act on behalf of the Contractor."Cost" means all expenditure reasonably incurred (or to be incurred) by the Contractor, including overheads but not profit."Cyber Incident" means any actions by the Contractor, through the use of computer networks, that may result in breaches of, and/or unauthorized access to, the Company's confidential information, Company's software or any other data systems used for, or in relation to, the Contract."Defect" means a defect, failure, fault or error in the Deliverables (unless and to the extent the Contractor demonstrates such defect, failure or fault is not due to a failure of the Deliverables to comply with the requirements of the Contract) and "Defective" shall be construed accordingly."Delay Liquidated Damages" means the amounts payable in accordance with Art. 23.1 to Art. 23.8 and Appendix B (Compensation)."Delivery" means when the Contract Object or a Unit (as the case may be) achieves the criteria stated in Appendix A (Scope of Work) necessary for delivery to be achieved (excluding any Minor Outstanding Items) and the Contract Object or Unit (as the case may be) otherwise has been completed, has passed the tests specified in the Contract and is ready for delivery; and Deliver and Delivered shall be construed accordingly."Delivery Certificate" means a document issued by the Company in accordance with Art. 19.2 when the Contract Object or a Unit has been Delivered."Delivery Date" means the date set out in the Contract Schedule (as varied in accordance with the provisions of the Contract) by which the Contract Object or a Unit must have achieved Delivery."Dispute(s)" means any claim (including any demand or cause of action), dispute or difference of any kind whatsoever arising between the Parties in connection with or arising out of the"ECA" means any export credit agency providing support to the Project.Contract, including any question regarding its existence, validity or termination or the execution of the Work, whether during the progress of the Work or after completion and whether before or after the abandonment or breach of the Contract or the termination of the Contract."Disputed Variation Order" means a document issued by the Company in response to a Variation Order Request."ECA Credit" means the loan facilities provided under the Financing Agreements supported or having the benefit of political risk and/or comprehensive risk cover from each or some of the ECAs."ECA Credit Table" has the meaning given to it in Appendix N."Early Works" means any part of the Work performed by the Contractor before the Contract Date."Eligible Goods and Services" means equipment, materials or services incorporated in the Work which qualify for financing support from ECAs under their respective financing regulations and content guidelines."Equator Principles Requirements" means the requirements in relation to the standards, action plan and social and environmental management system entitled "An industry approach for financial institutions in determining, assessing and managing environmental and social risk in project financings" adopted by financial institutions for project financing and published on the website http://www.equator–principles.com, as the same may be revised, amended or supplemented from time to time."Final Documentation" means the documents as stated in Appendix A (Scope of Work) and Appendix D (Administration Requirements)."Financing Agreements" means any credit agreement, reimbursement agreement, note purchase agreement, disbursement agreement, trust indenture, lease agreement or other document under which the Company obtains financing for the purposes of the implementation of the Project."Financial Close" means the date on which all of the conditions precedent to the initial funding under the Financing Agreements have been satisfied or waived."Force Majeure" means an exceptional occurrence beyond the control of the Party affected, to the extent that the affected Party can show:(a) that it, exercising Good Industry Practice, could not have Foreseen, and additionally, could not have avoided or overcome the occurrence or its consequences, and(b) that such occurrence has not arisen due to a breach of the Contract or negligence on the part of the affected Party or its subcontractors and is not otherwise substantially attributable to the affected Party.Force Majeure may include, but is not limited to, exceptional occurrences of the kind listed below, so long as the conditions referred to in (a) and (b) of this definition are satisfied:(i) war (whether declared or not), invasion, acts of foreign enemies, hostilities;(ii) rebellion, act of terrorism, revolution, insurrection, military or usurped power, or civil war;(iii) riot, civil commotion, blockage, embargo or sabotage, but not if solely related to the employees of: (i) the affected Party; (ii) the Company Group (where the Company is affected by Force Majeure); (iii) the Contractor Group (where the Contractor is affected by Force Majeure) and/or (iv) the affected Party's subcontractors;(iv) expropriation or compulsory acquisition, or seizure of the Deliverables or Materials by a Public Authority;(v) radio-active contamination or ionising radiation, except as may be attributable to the Contractor's use of such radiation or radio-activity;(vi) loss or damage to the Deliverables occurring from pressure waves caused by aircraft or other aerial devices travelling at sonic or supersonic speeds, andNotwithstanding the foregoing Force Majeure shall not include the following occurrences:(A) any act, omission, failure or delay of any Subcontractor, unless itself caused by an event of Force Majeure;(B) any shortage of subcontractors, labour or materials and/or Contractor's Equipment, unless itself caused by an event of Force Majeure;(C) any strike, lock out or other industrial disturbance of the affected Party's employees and/or the employees of the affected Party's subcontractors, which are not part of a wider industrial dispute materially affecting employees of other businesses;(D) any failure of either Party to make any payment of money in accordance with its obligations under the Contract;(E) any mechanical or electrical breakdown or failure of equipment, machinery or plant owned or operated by either Party, unless itself caused by an event of Force Majeure;(F) any failure by a Party to obtain and/or maintain a Permit which it is its responsibility under the Contract to obtain and maintain;(H) risks which are expressly assumed by the Party which relies on the Force Majeure event;(I) other than as stated in ((b)(vii)) above, adverse meteorological (including hurricanes), climatic, or hydrographic conditions, regardless of season or severity;(J) an Insolvency Event being encountered by a Party or one of the Party's subcontractors; and/or(K) change of economic, market, monetary or fiscal circumstance, which renders compliance with the terms of the Contract uneconomic or less financially viable."Foreseeable" means reasonably foreseeable on or before the Contract Date to a contractor exercising Good Industry Practice, and "Foreseen" shall be construed accordingly."Form of Contract" means the document to which these Conditions of Contract are attached. "Good Industry Practice" means all of the following:(a) good engineering practices and other practices, methods, equipment and procedures usually employed in engineering, design, procurement, construction, operation and maintenance activities within the offshore wind power sector worldwide;(b) the degree of skill, diligence, prudence and foresight which would reasonably be expected to be observed by a skilled, qualified and experienced international turnkey designer, engineer and contractor engaged in carrying out activities the same as or similar to the Work under the same or similar circumstances;(c) Equator Principles Requirements (to the extent they apply to the Works); (d) World Bank Standards; and(e) to the extent any of the above standards is inconsistent (internally or with each other) the higher or best (as applicable) standard shall apply."Guarantee Bond" has the meaning given in Art. 20.5(d). "Guarantee Period" and "Guarantee Work" have the meanings given to them in Art. 22.3."Information Documents" mean documents specifically identified as being "Documents for information" in Appendix E (Company's Documents).(a) having any distress, execution, attachment or other process levied upon its property or assets and which materially affects such person's performance of the Contract;(b) entering into or offering to enter into any arrangement, compromise or composition in satisfaction of its debts (excluding entering into a scheme of arrangement as a solvent company for the purposes of amalgamation or reconstruction);(c) without a declaration of solvency, passing a resolution or making a determination that it be wound up, a petition being presented to the court for its winding up or it having a winding up order made against it;(d) having an application made to the court for an administration order against it or an administrator being appointed over it, or having appointed to it an administrative receiver or a receiver or manager of its undertaking, property or assets or any part of them;(e) having a moratorium come into force in respect of it under the Insolvency Act 1986, or having a petition presented to the court for its bankruptcy or having a bankruptcy order made against it, or(f) being the subject of any event which is analogous to any of the foregoing events in any applicable jurisdiction."Intellectual Property Rights" means rights and interests in trademarks, service marks, patents, designs, utility marks, copyrights, inventions, technology, trade secrets, database rights, utility models, confidential information, know-how or other intellectual property and/or"Key Personnel Liquidated Damages" means the amounts payable in accordance with Art. 4.1(l) to Art. 4.1(n) and Appendix B (Compensation)."Key Subcontractors" means contractors listed as such in Appendix H (Subcontractors).industrial property rights or any other rights of similar or equivalent effect anywhere in the world (whether in written form, or generated by or maintained on a computer or similar system or otherwise and whether registered or not and including pending applications to register such rights)."Lenders" means any bank, trust company, mortgage company, insurance company, real estate investment trust or other lending or financial institutions (including indirect lenders, shareholders of the Company or their Affiliates and loan participants), providing debt, equity, lease or bond financing or financial services or credit support or other credit enhancement for the Works including as the case may be any security agent, trustee or facility agent appointed by the Lenders and "Lender" means any of them."Lenders' Direct Agreement" means an agreement between each of the Parties and the Lenders substantially in the form of lenders' direct agreement set out in Annex 1 to Appendix N."Lenders' Technical Adviser (Lenders’ TA)" means an engineering firm or independent technical person of recognised expertise appointed by the Lenders, notified to the Contractor by the Company"."Lien" means any mortgage, lien, pledge, claim, charge, lease, easement, security interest or encumbrance of any kind."Liquidated Damages" or "LDs" means the amounts payable in accordance with Art. 4.1(l) to 4.1(n), Art. 10.4, Art. 23.1 to Art. 23.8 in the Conditions of Contract and as detailed in Appendix B (Compensation) and Appendix C (Contract Schedule)."Materials" means all equipment and materials required for the Work."Mechanical Completion" means when a part of the Contract Object has been built, tested, inspected and documented in accordance with the Contract and achieves the mechanical completion criteria stated in Appendix A (Scope of Work)."Mechanical Completion Certificate" means a document issued by the Company in accordance with Art. 19.1, when the Contract Object or a relevant part of the Contract Object has achieved Mechanical Completion."Milestone" means a particular part of the Work which is described as a Milestone in Appendix C (Contract Schedule)."Milestone Completion" means when the whole of the Work for a Milestone has been completed by the Contractor in accordance with the Contract and the criteria set out in Appendix A (Scope of Work) and Appendix C (Contract Schedule) necessary for completion of a Milestone to be achieved (excluding any Minor Outstanding Items)."Milestone Completion Date" means the date set out in the Contract Schedule (as varied in accordance with the provisions of the Contract) by which a particular Milestone must have been achieved."Minor Outstanding Items" means items of an administrative or unimportant nature which have not been completed in accordance with the Contract, but which (i) do not affect the safe, lawful and reliable testing, commissioning or commercial operation of the Contract Object or Unit (as appropriate), (ii) are not required by Applicable Laws or the Permits to be completed before the testing, commissioning or commercial operation of the Contract Object or Unit (as appropriate)"Offshore Site" is defined in Appendix A (Scope of Work)."Release of Liens Certificate" has the meaning given in Art. 21.2.and (iii) do not, in the Company's reasonable opinion, when taken as a whole constitute significant uncompleted work."Onshore Site" means any site onshore where Work is being performed, including Yards (as defined in Appendix A (Scope of Work))."Parent Company Guarantee" has the meaning given in Art. 20.6(a). "Parties" means the Company and the Contractor. "Performance Bond" has the meaning given in Art. 20.5(a)."Permits" means any permit (including work permits and visas), consent, approval, authorisation, agreement, no objection certificate, waiver or licence which must be obtained from any person (including both private persons and Public Authorities) in order for any part of the Work to be performed and for any goods to be transported, imported or exported."Project" means the development of the [●] offshore wind farm. ([●] means project)."Project Agreements" means leases, crossing agreements, and all other existing and future agreements, contracts, and other documents, other than this Contract, relating to the Project to which the Company is party, including agreements with Public Authorities and those agreements listed in Appendix A (Scope of Work) and Appendix E (Company's Documents)."Project Agreement Obligations" means the obligations in the extract from the Project Agreements set out in Appendix A (Scope of Work)."Public Authority" means any national, federal, regional, state, municipal or local government with jurisdiction over the performance of any obligations under the Contract or the Project, equipment used in performing the Work or the Contract Object, and any division, ministry, department, agency or other emanation of any of the same, including any court, commission, board, branch or similar authority and anybody empowered to grant, withdraw or determine the terms and conditions of any Permit."Relied Upon Information" means the data and information specifically identified as Relied Upon Information in Appendix E (Company's Documents)."Representative" means either the Company's Representative or the Contractor's Representative, as the context requires."Safety Liquidated Damages" means the amounts payable in accordance with Art. 10.4. "Scope of Work" means the scope of work set out in Appendix A (Scope of Work)."Security Trustee" means any security trustee appointed by the Lenders pursuant to the Financing Agreements."Site" means the Offshore Site, Onshore Site and any other site where Work is being performed."Specific Compliance Requirements" means the separate document forming part of these Conditions of Contract which sets out compliance requirements."Subcontract" means any contract between the Contractor and Subcontractor for Subsupply.(b) the words "include" and "including" are to be construed without limitation;"Subcontractor" means a person who is engaged by the Contractor subcontracted directly or indirectly (at any tier) for the supply of works, goods or services in connection with the Work."Subsupply" means the part of the Work to be performed by a Subcontractor."Unit" means each part of the Contract Object specified in Appendix A (Scope of Work) as a Unit (if any)."Variation" means a variation to the Work (including an increase or decrease in the quantity, or a change in character, quality or kind of the Work), Scope of Work, Contract Schedule, the Company's Documents and/or the Company's obligations referred to in Art. 8.5, save that increases or decreases to the quantity of Work for which the Contractor is paid on a measured rates, norms and/or prices basis in Appendix B (Compensation) shall not be a Variation."Variation Order" has the meaning given in Art. 13.1. "Variation Order Request" has the meaning given in Art. 17.1(b)."Work" means all work which the Contractor must perform or cause to be performed in order to comply with its obligations under and in accordance with the Contract (including in respect of the Deliverables)."World Bank Standards" means the environmental guidelines and occupational health and safety standards of the World Bank as in effect on the Contract Date, as the same may be revised, amended or supplemented from time to time.2 INTERPRETATION AND CONTRACT DOCUMENTS 2.1 Interpretation of the Contract In the Contract:(a) words importing the singular shall include the plural and vice versa except where the context otherwise requires;(c) any reference to a "person" shall be construed as including reference to any individual, corporation, firm, partnership, joint venture, association, organisation, trust or Public Authority (in each case whether or not having separate legal personality);(d) references to any Applicable Laws shall be treated as including reference to Applicable Laws as the same may be amended from time to time, or which may replace or consolidate the same, in each case whether such amendment, replacement or consolidation occurred before or after the Contract Date (but without prejudice to Art. 7.1(b) to 7.1(d));(e) references to contracts, agreements and instruments concluded between the Company or the Company Group and any other person shall be treated as including reference to such contracts, agreements or instruments as amended, supplemented, substituted, novated or assigned from time to time;(f) except where it is expressly stated to the contrary, any reference to: "day" means a calendar day (including Saturday, Sunday and holidays); "week" means any period of seven days and "month" means a calendar month of the Gregorian Calendar;(g) all headings, titles and references thereto are included for ease of reference and shall not constitute a part of the Contract, nor affect its interpretation;(h) a reference in the Contract to any article ("Article" or "Art.") is, except where it is expressly stated to the contrary, a reference to a such Article in these Conditions of Contract;(i) references made in the Contract to the "Appendices" or an "Appendix" are references to the content of one or a number of the specific Appendices attached to the Form of Contract (including other documents or data referred to therein), as amended by any Variations made in accordance with the provisions of Art. 13 to Art. 17 and/or deviations approved by the Company in accordance with the procedure in Appendix D (Administration Requirements),(j) provisions including the word "agree", "agreed" or "agreement" require the agreement or approval to be recorded in writing,(k) references made in the Contract to codes and standards in accordance with which the Work is to be performed, the edition or version of such codes and standards specified in this Contract shall apply or, if no edition or version is specified, the most recent edition or version shall apply.(l) "written" or "in writing" means hand-written, type-written, printed or electronically made, and resulting in a permanent record; and(a) The Contractor shall not alter his composition or legal status without the prior consent of the Company (at its discretion); and(m) references made in the Contract to "adjustment to the Contract Price" or phrases of similar import shall be construed as references to adjustments to the lump sums, rates, norms, prices and other things comprising the Contract Price as set out in Appendix B (Compensation).If the Contractor constitutes a joint venture, consortium or other unincorporated grouping of two or more persons:(a) these persons shall be deemed to be jointly and severally liable to the Company for the performance of and discharge of all liabilities and obligations of the Contractor arising under or in connection with the Contract;(b) these persons shall notify the Company of their leader who shall have authority to bind the Contractor and each other in respect of all matters arising in connection with the Contract; and(c) the Contractor and each person comprising the Contractor hereby agree that none of them shall, without the prior written consent of the Company, remove or replace (or allow the removal or replacement) of any such person from the Contract nor undergo or permit a change in control in any person comprising the Contractor until issue of the Acceptance Certificate.(b) The Contractor shall not, without the prior written consent of the Company (which may be given or withheld at the Company's sole discretion) undergo or permit a change in control until issue of the Acceptance Certificate.The language of the Contract shall be English which shall be used in all communications, reports, documents, correspondence, drawings, specifications, calculations, as-built documentation and invoices between the Parties. The Contractor shall procure that the same obligation shall apply with regard to any contracts for the Subcontractors. If any documents, correspondence and/or communications exist in English and a language other than English, the English language version shall prevail.(a) Any amendment to the Contract must be in writing, expressly state an intention to take effect as an amendment to the Contract and be duly executed by an authorised representative of each Party. To avoid doubt the provisions of this Art. 2.5 do not apply to Variation Orders.(b) Any waiver of a Party's rights, powers or remedies under the Contract must be in writing, dated and signed by the Representative of the Party granting such waiver, and must specify the right and the extent to which it is being waived. Other than in the case of a waiver agreed in writing, dated and signed by a Party's Representative, no relaxation, forbearance, delay or indulgence by either Party in enforcing any of the terms and conditions of the Contract or the granting of time by either Party to the other shall prejudice, affect or restrict the rights of that Party under the Contract, nor shall any waiver by either Party of any breach of the Contract operate as a waiver of any subsequent or continuing breach of the Contract.(c) The Contractor agrees that he will not unreasonably withhold his consent to any amendment to this Contract which any Lender or other provider of funds or facilities in connection with the financing of the Project or prospective Lender or other provider of funds or facilities of the Project requires to be made to the Contract provided that in the case of a prospective Lender or other provider of funds or facilities no such amendment shall actually be made save to the extent that any such person in fact becomes a Lender or provider of funds or facilities and such amendment is required by such person in connection with the actual funds or facilities made available.(a) Subject to the provisions of the remainder of this Art. 2.6, all documents comprising the Contract are intended to be read and construed as being mutually explanatory of each other. However, in the event of any inconsistency between the different documents comprising the Contract, they shall be given priority in the following order:(ii) these Conditions of Contract, with the Specific Compliance Requirements and Appendix N (External Financing);(iv) all Appendices, except Appendix N (External Financing), Appendix M (Local Requirements), Appendix D (Administration Requirements) and Appendix F (Contractor's Documents) in the order they are listed in the Definitions;(v) Appendix D (Administration Requirements); and (vi) Appendix F (Contractor's Documents).(b) Notwithstanding the provisions of Art. 2.6(a), where there is a reference in the Contract to two or more standards of performance applying in the case of conflicting standards the higher standard shall always apply. Where the Contractor requests, the Company shall determine which of two incompatible standards is to be taken as the higher for the purposes of this Art. 2.6(b).(c) If inconsistencies are discovered within the documents forming the Contract (or in other documents or data referred to within such documents) and this cannot be resolved by applying the order of priority or the highest standard as referred to in Art. 2.6(a) or 2.6(b) as applicable, the Party discovering it shall as soon as reasonably practicable notify the other Party. If requested by the Company, the Contractor shall as soon as reasonably practicable propose a resolution to any inconsistency within the documents forming the Contract. The Company shall issue to the Contractor an instruction as to how to resolve the inconsistency, which instructionmay give precedence to one provision in the Contract over another where the two are inconsistent.(a) The Contractor confirms that it has reviewed the Project Agreement Obligations. The Contractor shall be deemed to be fully aware of the duties, obligations and liabilities of the Company specified in the Project Agreement Obligations.(b) The Company shall provide the Contractor with any amendments or modifications which may be made to the Project Agreement Obligations, if, and to the extent relevant to, the Contractor's performance of its obligations under this Contract.(c) If, on or after the Contract Date, the Company provides such additional Project Agreement Obligations to Contractor and/or the Company provides the Contractor with any amendments or modifications to the Project Agreement Obligations affecting the Contractor's performance of its obligations under this Contract, and as a result of which the Contractor is delayed in achieving any Milestone and/or incurs additional Costs, then the Contractor may, in accordance with Art. 12.2, claim:(i) an adjustment to the Contract Schedule to reflect such delay; and/or (ii) an adjustment to the Contract Price to reflect such additional Costs.(d) The time period for submission of a Variation Order Request in relation to a claim for a delay in achieving any Milestone and/or incurring additional Costs under Art. 2.7(c), as referred to in Art. 17.1(b)(ii) shall be fourteen (14) days from the date the Contractor receives such additional or amended Project Agreement Obligations.(e) The Contractor shall: (i) carry out and complete the Work and otherwise perform the Contract so that no act, omission or default of the Contractor shall cause or contribute to any breach by the Company of any of the Project Agreement Obligations provided to the Contractor; and(ii) assume and perform all of the obligations and comply with all of the conditions of the Project Agreement Obligations provided to the Contractor by the Company to be assumed, performed, observed and complied with insofar as they apply to the Work or any other obligation of the Contractor under the Contract.(f) To the extent that any breach of any Project Agreement is caused by any default or negligent act or omission of both the Company and the Contractor, liability for such breach shall be apportioned between the Company and the Contractor to the extent that the default or negligent act or omission of the Company and the default or negligent act or omission of the Contractor in complying with the Project Agreement Obligation have each contributed to the breach of the Project Agreement.(g) Without prejudice to any of the foregoing provisions of Art. 2.7, where any Project Agreement Obligation requires the Company to supply information concerning the Work (or any part thereof) to any third parties, the Contractor shall, in accordance with Art. 33, whenever requested by the Company, provide such relevant information reasonably requested by the Company in a timely manner, so as to enable the Company to comply with the Project Agreement Obligation concerned.(b) The Contractor shall notify the Company of any Cyber Incident, as soon as practicable, or as required by Applicable Laws.The Contractor shall promptly provide to the Company any information within the Contractor's possession, custody or control which the Company may reasonably require from time to time in order to verify the Contractor's compliance with the Contract.(a) Any Early Works by the Contractor in respect of the Project prior to the Contract Date (including under any agreement for Early Works) shall be deemed to have been carried out pursuant to, and shall be subject to the requirements of, the Contract and the warranties and undertakings set out in this Contract shall apply to such activities. This Contract will supersede and replace any contractual arrangement or otherwise between the Company and the Contractor in respect of the Early Works, or the Work, unless otherwise stated in the Contract.(b) Payments by the Company of any amounts to the Contractor prior to the Contract Date shall be deemed to have been made on account of the Contract Price (such that the Contract Price shall be reduced by the total amount paid).(a) The Contractor shall implement appropriate measures to, maintain its equipment, systems, software, and interfaces to ensure that no viruses, tracking or other cookies, or any other harmful software are, or become, embedded in, or attached to, their systems in accordance with Good Industry Practice and Applicable Laws. The Contractor agrees that steps may be necessary to track and or remediate a cyber vulnerability and will provide to the Company all information and/or support that the Company may reasonably require to do so.(c) The Contractor shall indemnify, defend and hold harmless the Company and its Affiliates from, and against all claims, suits, liabilities, losses, costs and expenses from its failure to comply with its cyber security obligations set forth in this Contract.(d) The Contractor will ensure that each of its employees, agents and Subcontractors are aware of its commitments described herein and that Subcontractors undertake to enter into cyber security provisions no less stringent than those included in this Art. 2.10.3 CONTRACT DATE 3.1 The Contract shall come into effect on the Contract Date.3.2 The Company shall receive the executed Parent Company Guarantee and the Performance Bond within thirty (30) days after the Contract Date. Company shall not be obliged to make any payments under the Contract until such performance security is received.3.3 The Parties shall put into effect the insurance policies which each Party is required to put into effect pursuant to Art. 30. Evidence of such insurance shall be provided to the other Party within thirty (30) days after the Contract Date3.4 The Company may, after the Contract Date, request the Contractor to provide to the Company, at its own cost, the number of Legal Opinions required by the Company to adequately address the required subject matter of the Legal Opinion, such Legal Opinions may include (but shall not be limited to):3.4.1. a Legal Opinion from the Contractor's internal legal counsel (except where the Lenders do not accept such internal counsel, in which case, the legal opinion shall befrom external counsel) in a form and substance satisfactory to the Company and its Lenders, covering the capacity, power and authority of each entity forming the Contractor to enter into the Contract and the Direct Agreement; and3.4.2. the Parent Company's internal legal counsel (except where the Lenders do not accept such internal counsel, in which case, the legal opinion shall be from external counsel) in a form and substance satisfactory to the Company and its Lenders, covering the capacity, power and authority of the Parent Company to provide the Parent Company Guarantee and the legality, validity and binding nature of the Parent Company Guarantee,each being a "Legal Opinion". The Legal Opinions referred to in this Article shall be provided by the Contractor as a condition precedent to any additional payment of any sum under the Contract.When a Legal Opinion is issued by the Contractor prior to the Lenders being mandated, and the Company subsequently requires a new Legal Opinion to be issued for the benefit of the Lenders or following a refinancing, the Company shall be entitled to request the Contractor to reissue this Legal Opinion for the benefit of the Lenders, at the cost of the Company.(a) Unless the Representatives are named in the Contract, then subject to Art. 4.1(c), each Party shall notify the other Party of its Representative at least fifteen (15) days prior to the Contract Date, , as well as a named deputy for their Representative. Each Party's Representative shall be deemed to have authority to act on that Party's behalf in all matters concerning the Contract and to receive all communications under the Contract on behalf of their appointing Party.(b) A Representative or his deputy may delegate specific tasks to one or more persons appointed by him or revoke earlier delegations. In such case the other Party's Representative shall be notified of the authority given to or removed from such appointed person or persons and such delegation or revocation shall become valid when a copy thereof has been delivered to the other Party's Representative. Any act or exercise by any person to whom powers have been delegated pursuant to this Art. 4.1 in respect of such delegated powers, shall be deemed to be an act or exercise by the relevant Party's Representative.