PPP Contracts

3. Procedure for certain Changes proposed by LUL

3.1 Any Change proposed by LUL shall take effect on the date of implementation stated in the Change Implementation Plan submitted by LUL in accordance with paragraph 2 above ( or, if the Change Conditions referred to below are not satisfied by the said date of implementation, on such other date proposed by LUL arising after satisfaction of all the Change Conditions ) Provided that the following conditions ( the Change Conditions ) are satisfied prior to or on such date: (a) as a direct consequence of the implementation of the proposed Change, the aggregate net adjustment to payments for the affected performance area ( as determined in accordance with the PPP Contracts ) to be made by LUL to any Infraco during the six (6) month period commencing after the implementation of the Change using the revised measurement methodology, processes and/or supporting computer systems ( as the case may be ) of this Performance Measurement Code is not materially less than the aggregate net adjustment to the payments for the affected performance area which would have been made had the Change not been implemented and such reduction, when aggregated over the period between the Change and the end of the Review Period and with the corresponding net adjustment to payments relating to any other previous Changes taking effect in that Review Period, does not exceed £500,000 Unless LUL agrees to compensate the Infraco concerned in a manner to be agreed with such Infraco, acting reasonably, for such reduction by making an appropriate adjustment to such payments;

(b) the Change Implementation Plan gives full details ( including methodology and relevant calculations ) of the effect ( if any ) of the Change on the aggregate payment ( referred to in sub-paragraph (a)) to be made by LUL to the Infracos in any one Contract Year including:
(i) details of the methodology, processes or supporting computer systems of this Performance Measurement Code which are to be affected by the Change and details of the method to be adopted ( including how any data is to be collected ) in comparing the operation and performance of the revised measurement methodology, processes or supporting computer systems immediately before and immediately following the implementation of the proposed Change; and

(ii) the procedure used to determine the effect ( if any ) of the proposed Change on the aggregate payment to be made by LUL to the Infracos; and
(c) the Infracos will not incur material capital expenditure in order to implement the Change to the affected performance area Unless the Infraco concerned agrees to incur such capital expenditure itself Or LUL agrees to reimburse the Infraco concerned for such capital expenditure. For the purposes of this clause, material capital expenditure shall be deemed to be aggregate expenditure by Infraco of more than £500,000 per Review Period.

3.2 Where a Change proposed by LUL is necessary to correct a material inaccuracy of the data used in any measurements carried out under this Performance Measurement Code, where such inaccuracy has arisen due to the degradation of any Train Facilities or Station Facilities for which an Infraco is responsible: (a) paragraph 3.1 ( and the Change Conditions contained in that paragraph ) shall not apply and such proposed Change shall take effect on the date of implementation stated in the Change Implementation Plan submitted by LUL ( unless otherwise agreed by the parties ); and

(b) the relevant Infraco shall bear all costs and expenses ( whether of a capital expenditure or otherwise ) of the implementation of such Change.

PPP Contracts

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