Common use of Additional Projects Clause in Contracts

Additional Projects. 10.04.1 The Authority will provide the Airline Representative with a list of any proposed Additional Projects for each Fiscal Year in advance of the Fiscal Year. The Authority will also provide the Airline Representative at least sixty (60) days notice before beginning any Additional Project not included in said list. No additional notification, approval, or other requirements shall apply to any Additional Projects except those in Airline Supported Areas. In addition, the Authority shall notify the Airline in writing if it intends to undertake Additional Projects in Airline Supported Areas. Such notice shall include the following: (i) A description of the proposed Additional Project(s) together with cost estimates, scheduling, and any preliminary drawings, if applicable; (ii) A statement of the need for the proposed Additional Project(s), along with the planned benefits to be derived from such expenditures; (iii) The Authority's means of financing or paying the costs of the proposed Additional Project(s); and (iv) The planned allocation of the costs thereof to the various Cost Centers and Sub-Centers and the estimated impact on Signatory Airline rates for rentals, fees, and charges. 10.04.2 Within thirty (30) days after the Authority's delivery of said notice of Additional Projects in Airline Supported Areas, the Authority shall schedule a meeting with the Signatory Airlines collectively, or with an airline committee selected by the Signatory Airlines. The Authority shall review and consider the comments, suggestions, and recommendations of the Airline together with the comments and recommendations of the other Signatory Airlines; provided, however, the Authority reserves the right to make, subject to the provisions of Paragraph 10.04.4 with respect to those Additional Projects to be financed with the proceeds of Bonds, the final decision with respect to such Additional Projects. After the meeting, the Authority shall notify the Airline of its decision on whether to proceed with the Additional Projects as proposed or modified. 10.04.3 If the Authority proceeds with Additional Projects in the Airline Supported Areas, the Authority shall provide the Airline Representative the following: 10.04.3.1 The scope, budget, and schedule for the Additional Project. 10.04.3.2 Copies of design submittals, if any, for the schematic, design, development, and construction document phases of the design process. Routine submittals will include site plans, floor plans, and elevations. Architectural and structural details or mechanical and electrical design documents will not be routinely submitted. Design submittals shall not include correspondence or minutes of meetings between the Authority and the designer. 10.04.3.3 An opportunity to meet with the Authority to discuss the Project design and the effects of Project construction on airfield operations or landside access. 10.04.3.4 Notice of pre-bid and pre-construction meetings. 10.04.4 With respect to Additional Projects in Airline Supported Areas which the Authority proposes to fund with the proceeds of Bonds, the following provisions shall apply: 10.04.4.1 If the Additional Project is within one or more of the following categories, no additional procedures are required: (i) Projects necessary to comply with any current or future law, rule, regulations, order or judgment of any Federal, state, or local agency (excluding the Authority) or court, or any Federal grant agreement or airport certification requirement, including any required modification or replacement of the National air traffic control facilities; (ii) Projects to improve the safe operation of the Airport; (iii) Projects to protect essential infrastructure from storm events or relocate such infrastructure; (iv) Projects for restoration or replacement of airport capacity; (v) Airfield projects eligible for Federal funding for which the Authority has received the full level of available eligible Federal funding; (vi) Projects with respect to which the Authority has received commitments from users to lease eighty percent (80%) or more of the leasable premises included in such project; (vii) Projects necessary to replace or repair damaged, destroyed, or condemned property to the extent that the amount of insurance or condemnation proceeds has been inadequate; (viii) Projects for the acquisition and installation of Equipment in accordance with Section 6.04; or (ix) Projects with respect to which the Authority has received approval of a Majority-in-Interest of the Signatory Airlines with respect to the Cost Center at the Airport in which the project is located. 10.04.4.2 If an Additional Project is not within one or more of the foregoing categories, then the Authority may issue Bonds to fund such project if (i) the estimated cost of the project is less than forty million dollars ($40,000,000) (stated in 2014 dollars and escalated in accordance with the ENR Construction Index - MidAtlantic Region); or (ii) when the estimated cost of the project exceeds forty million dollars ($40,000,000), as so escalated, Majority-in-Interest approval is obtained for the project. In the event of Majority-in-Interest disapproval of the project, the Authority may only issue Bonds to fund the project if it defers for one year from the date of Majority-in-Interest disapproval the issuance of such Bonds; thereafter, the Authority may issue such Bonds and proceed with the project (i) after obtaining Majority-in-Interest approval, or (ii) after requesting but not obtaining Majority-in-Interest approval, the Authority gives the Airline sixty (60) days notice of its intent to issue Bonds for the project. Commencing on the date of notification of the Authority's intent to proceed to issue Bonds and continuing for sixty (60) days thereafter, the Airline would have the right to terminate this Agreement upon one hundred eighty (180) days' written notice to the Authority; provided, if the Authority does not issue such Bonds, any such termination notice shall be ineffective.

Additional Projects. 10.04.1 10.05.1 The Authority will provide the Airline Representative with a list of any proposed Additional Projects for each Fiscal Year in advance of the Fiscal Year. The Authority will also provide the Airline Representative at least sixty (60) days notice before beginning any Additional Project not included in said list. No additional notification, approval, or other requirements shall apply to any other Additional Projects except those in Airline Supported Areas. In addition, the Authority shall notify the Airline in writing if it intends to undertake Additional Projects in Airline Supported Areas. Such notice shall include the following: (i) A description of the proposed Additional Project(s) together with cost estimates, scheduling, and any preliminary drawings, if applicable; (ii) A statement of the need for the proposed Additional Project(s), along with the planned benefits to be derived from such expenditures; (iii) The Authority's means of financing or paying the costs of the proposed Additional Project(s); and (iv) The planned allocation of the costs thereof to the various Cost Centers and Sub-Centers and the estimated impact on Signatory Airline rates for rentals, fees, and charges. 10.04.2 10.05.2 Within thirty (30) days after the Authority's delivery of said notice of Additional Projects in Airline Supported Areas, the Authority shall schedule a meeting with the Signatory Airlines collectively, or with an airline committee selected by the Signatory Airlines. The Authority shall review and consider the comments, suggestions, and recommendations of the Airline together with the comments and recommendations of the other Signatory Airlines; provided, however, the Authority reserves the right to make, subject to the provisions of Paragraph 10.04.4 10.05.4 with respect to those Additional additional Projects to be financed with the proceeds of Bonds, the final decision with respect to such Additional ProjectsProject. After the meeting, the Authority shall notify the Airline of its decision on whether to proceed with the Additional Projects Project as proposed or modified. 10.04.3 10.05.3 If the Authority proceeds with Additional Projects in the Airline Supported Areas, the Authority shall provide the Airline Representative the following: 10.04.3.1 (i) The scope, budget, and schedule for the Additional Project. 10.04.3.2 (ii) Copies of design submittals, if any, for the schematic, design, development, and construction document phases of the design process. Routine submittals will include site plans, floor plans, and elevations. Architectural and structural details or mechanical and electrical design documents will not be routinely submitted. Design submittals shall not include correspondence or minutes of meetings between the Authority and the designer. 10.04.3.3 (iii) An opportunity to meet with the Authority to discuss the Project design and the effects of Project construction on airfield operations or landside access. 10.04.3.4 (iv) Notice of pre-bid and pre-construction meetings. 10.04.4 With respect to Additional Projects in Airline Supported Areas which the Authority proposes to fund with the proceeds of Bonds, the following provisions shall apply: 10.04.4.1 If the Additional Project is within one or more of the following categories, no additional procedures are required: (i) Projects necessary to comply with any current or future law, rule, regulations, order or judgment of any Federal, state, or local agency (excluding the Authority) or court, or any Federal grant agreement or airport certification requirement, including any required modification or replacement of the National air traffic control facilities; (ii) Projects to improve the safe operation of the Airport; (iii) Projects to protect essential infrastructure from storm events or relocate such infrastructure; (iv) Projects for restoration or replacement of airport capacity; (v) Airfield projects eligible for Federal funding for which the Authority has received the full level of available eligible Federal funding; (vi) Projects with respect to which the Authority has received commitments from users to lease eighty percent (80%) or more of the leasable premises included in such project; (vii) Projects necessary to replace or repair damaged, destroyed, or condemned property to the extent that the amount of insurance or condemnation proceeds has been inadequate; (viii) Projects for the acquisition and installation of Equipment in accordance with Section 6.04; or (ix) Projects with respect to which the Authority has received approval of a Majority-in-Interest of the Signatory Airlines with respect to the Cost Center at the Airport in which the project is located. 10.04.4.2 If an Additional Project is not within one or more of the foregoing categories, then the Authority may issue Bonds to fund such project if (i) the estimated cost of the project is less than forty million dollars ($40,000,000) (stated in 2014 dollars and escalated in accordance with the ENR Construction Index - MidAtlantic Region); or (ii) when the estimated cost of the project exceeds forty million dollars ($40,000,000), as so escalated, Majority-in-Interest approval is obtained for the project. In the event of Majority-in-Interest disapproval of the project, the Authority may only issue Bonds to fund the project if it defers for one year from the date of Majority-in-Interest disapproval the issuance of such Bonds; thereafter, the Authority may issue such Bonds and proceed with the project (i) after obtaining Majority-in-Interest approval, or (ii) after requesting but not obtaining Majority-in-Interest approval, the Authority gives the Airline sixty (60) days notice of its intent to issue Bonds for the project. Commencing on the date of notification of the Authority's intent to proceed to issue Bonds and continuing for sixty (60) days thereafter, the Airline would have the right to terminate this Agreement upon one hundred eighty (180) days' written notice to the Authority; provided, if the Authority does not issue such Bonds, any such termination notice shall be ineffective.

Additional Projects. ‌ 10.04.1 The Authority will provide the Airline Representative with a list of any proposed Additional Projects for each Fiscal Year in advance of the Fiscal Year. The Authority will also provide the Airline Representative at least sixty (60) days notice before beginning any Additional Project not included in said list. No additional notification, approval, or other requirements shall apply to any Additional Projects except those in Airline Supported Areas. In addition, the Authority shall notify the Airline in writing if it intends to undertake Additional Projects in Airline Supported Areas. Such notice shall include the following: (i) A description of the proposed Additional Project(s) together with cost estimates, scheduling, and any preliminary drawings, if applicable; (ii) A statement of the need for the proposed Additional Project(s), along with the planned benefits to be derived from such expenditures; (iii) The Authority's means of financing or paying the costs of the proposed Additional Project(s); and (iv) The planned allocation of the costs thereof to the various Cost Centers and Sub-Centers and the estimated impact on Signatory Airline rates for rentals, fees, and charges. 10.04.2 Within thirty (30) days after the Authority's delivery of said notice of Additional Projects in Airline Supported Areas, the Authority shall schedule a meeting with the Long-Term Signatory Airlines collectively, or with an airline committee selected by the Long-Term Signatory Airlines. The Authority shall review and consider the comments, suggestions, and recommendations of the Airline together with the comments and recommendations of the other Long-Term Signatory Airlines; provided, however, the Authority reserves the right to make, subject to the provisions of Paragraph 10.04.4 with respect to those Additional Projects to be financed with the proceeds of Bonds, the final decision with respect to such Additional Projects. After the meeting, the Authority shall notify the Airline of its decision on whether to proceed with the Additional Projects as proposed or modified. 10.04.3 If the Authority proceeds with Additional Projects in the Airline Supported Areas, the Authority shall provide the Airline Representative the following: 10.04.3.1 The scope, budget, and schedule for the Additional Project. 10.04.3.2 Copies of design submittals, if any, for the schematic, design, development, and construction document phases of the design process. Routine submittals will include site plans, floor plans, and elevations. Architectural and structural details or mechanical and electrical design documents will not be routinely submitted. Design submittals shall not include correspondence or minutes of meetings between the Authority and the designer. 10.04.3.3 An opportunity to meet with the Authority to discuss the Project design and the effects of Project construction on airfield operations or landside access. 10.04.3.4 Notice of pre-bid and pre-construction meetings. 10.04.4 With respect to Additional Projects in Airline Supported Areas which the Authority proposes to fund with the proceeds of Bonds, the following provisions shall apply: 10.04.4.1 If the Additional Project is within one or more of the following categories, no additional procedures are required: (i) Projects necessary to comply with any current or future law, rule, regulations, order or judgment of any Federal, state, or local agency (excluding the Authority) or court, or any Federal grant agreement or airport certification requirement, including any required modification or replacement of the National air traffic control facilities; (ii) Projects to improve the safe operation of the Airport; (iii) Projects to protect essential infrastructure from storm events or relocate such infrastructure; (iv) Projects for restoration or replacement of airport capacity; (v) Airfield projects eligible for Federal funding for which the Authority has received the full level of available eligible Federal funding; (vi) Projects with respect to which the Authority has received commitments from users to lease eighty percent (80%) or more of the leasable premises included in such project; (vii) Projects necessary to replace or repair damaged, destroyed, or condemned property to the extent that the amount of insurance or condemnation proceeds has been inadequate; (viii) Projects for the acquisition and installation of Equipment in accordance with Section 6.04; or (ix) Projects with respect to which the Authority has received approval of a Majority-in-Interest of the Signatory Airlines with respect to the Cost Center at the Airport in which the project is located. 10.04.4.2 If an Additional Project is not within one or more of the foregoing categories, then the Authority may issue Bonds to fund such project if (i) the estimated cost of the project is less than forty million dollars ($40,000,000) (stated in 2014 dollars and escalated in accordance with the ENR Construction Index - MidAtlantic Region); or (ii) when the estimated cost of the project exceeds forty million dollars ($40,000,000), as so escalated, Majority-in-Interest approval is obtained for the project. In the event of Majority-in-Interest disapproval of the project, the Authority may only issue Bonds to fund the project if it defers for one year from the date of Majority-in-Interest disapproval the issuance of such Bonds; thereafter, the Authority may issue such Bonds and proceed with the project (i) after obtaining Majority-in-Interest approval, or (ii) after requesting but not obtaining Majority-in-Interest approval, the Authority gives the Airline sixty (60) days notice of its intent to issue Bonds for the project. Commencing on the date of notification of the Authority's intent to proceed to issue Bonds and continuing for sixty (60) days thereafter, the Airline would have the right to terminate this Agreement upon one hundred eighty (180) days' written notice to the Authority; provided, if the Authority does not issue such Bonds, any such termination notice shall be ineffective.Paragraph

Additional Projects. 10.04.1 10.05.1 The Authority will provide the Airline Representative with a list of any proposed Additional Projects for each Fiscal Year in advance of the Fiscal Year. The Authority will also provide the Airline Representative at least sixty (60) days notice before beginning any Additional Project not included in said list. No additional notification, approval, or other requirements shall apply to any other Additional Projects except those in Airline Supported Areas. In addition, the Authority shall notify the Airline in writing if it intends to undertake Additional Projects in Airline Supported Areas. Such notice shall include the following: (i) A description of the proposed Additional Project(s) together with cost estimates, scheduling, and any preliminary drawings, if applicable; (ii) A statement of the need for the proposed Additional Project(s), along with the planned benefits to be derived from such expenditures; (iii) The Authority's means of financing or paying the costs of the proposed Additional Project(s); and (iv) The planned allocation of the costs thereof to the various Cost Centers and Sub-Centers and the estimated impact on Signatory Airline rates for rentals, fees, and charges. 10.04.2 10.05.2 Within thirty (30) days after the Authority's delivery of said notice of Additional Projects in Airline Supported Areas, the Authority shall schedule a meeting with the Signatory Airlines collectively, or with an airline committee selected by the Signatory Airlines. The Authority shall review and consider the comments, suggestions, and recommendations of the Airline together with the comments and recommendations of the other Signatory Airlines; provided, however, the Authority reserves the right to make, subject to the provisions of Paragraph 10.04.4 with respect to those Additional Projects to be financed with the proceeds of Bonds, the final decision with respect to such Additional Projects. After the meeting, the Authority shall notify the Airline of its decision on whether to proceed with the Additional Projects as proposed or modified. 10.04.3 If the Authority proceeds with Additional Projects in the Airline Supported Areas, the Authority shall provide the Airline Representative the following: 10.04.3.1 The scope, budget, and schedule for the Additional Project. 10.04.3.2 Copies of design submittals, if any, for the schematic, design, development, and construction document phases of the design process. Routine submittals will include site plans, floor plans, and elevations. Architectural and structural details or mechanical and electrical design documents will not be routinely submitted. Design submittals shall not include correspondence or minutes of meetings between the Authority and the designer. 10.04.3.3 An opportunity to meet with the Authority to discuss the Project design and the effects of Project construction on airfield operations or landside access. 10.04.3.4 Notice of pre-bid and pre-construction meetings. 10.04.4 With respect to Additional Projects in Airline Supported Areas which the Authority proposes to fund with the proceeds of Bonds, the following provisions shall apply: 10.04.4.1 If the Additional Project is within one or more of the following categories, no additional procedures are required: (i) Projects necessary to comply with any current or future law, rule, regulations, order or judgment of any Federal, state, or local agency (excluding the Authority) or court, or any Federal grant agreement or airport certification requirement, including any required modification or replacement of the National air traffic control facilities; (ii) Projects to improve the safe operation of the Airport; (iii) Projects to protect essential infrastructure from storm events or relocate such infrastructure; (iv) Projects for restoration or replacement of airport capacity; (v) Airfield projects eligible for Federal funding for which the Authority has received the full level of available eligible Federal funding; (vi) Projects with respect to which the Authority has received commitments from users to lease eighty percent (80%) or more of the leasable premises included in such project; (vii) Projects necessary to replace or repair damaged, destroyed, or condemned property to the extent that the amount of insurance or condemnation proceeds has been inadequate; (viii) Projects for the acquisition and installation of Equipment in accordance with Section 6.04; or (ix) Projects with respect to which the Authority has received approval of a Majority-in-Interest of the Signatory Airlines with respect to the Cost Center at the Airport in which the project is located. 10.04.4.2 If an Additional Project is not within one or more of the foregoing categories, then the Authority may issue Bonds to fund such project if (i) the estimated cost of the project is less than forty million dollars ($40,000,000) (stated in 2014 dollars and escalated in accordance with the ENR Construction Index - MidAtlantic Region); or (ii) when the estimated cost of the project exceeds forty million dollars ($40,000,000), as so escalated, Majority-in-Interest approval is obtained for the project. In the event of Majority-in-Interest disapproval of the project, the Authority may only issue Bonds to fund the project if it defers for one year from the date of Majority-in-Interest disapproval the issuance of such Bonds; thereafter, the Authority may issue such Bonds and proceed with the project (i) after obtaining Majority-in-Interest approval, or (ii) after requesting but not obtaining Majority-in-Interest approval, the Authority gives the Airline sixty (60) days notice of its intent to issue Bonds for the project. Commencing on the date of notification of the Authority's intent to proceed to issue Bonds and continuing for sixty (60) days thereafter, the Airline would have the right to terminate this Agreement upon one hundred eighty (180) days' written notice to the Authority; provided, if the Authority does not issue such Bonds, any such termination notice shall be ineffective.recommendations

Additional Projects. 10.04.1 The Airports Authority will provide the Airline Representative with may designate an Additional Project as a list of any proposed Additional Projects for each Fiscal Year in advance part of the Fiscal YearDulles Toll Road. The Authority will also provide Upon compliance with the Airline Representative at least sixty (60) days notice before beginning any following conditions, such Additional Project not included in said list. No additional notification, approval, or other requirements shall apply to any become a part of the Dulles Toll Road: (a) the Board shall adopt a resolution designating such Additional Projects except those in Airline Supported Areas. In addition, Project as a part of the Dulles Toll Road; (b) the Airports Authority shall notify file with the Airline in writing if it intends to undertake Additional Projects in Airline Supported Areas. Such notice shall include the followingTrustee a certificate or report of a Toll Road Consultant evidencing that, based upon reasonable assumptions: (i) A description for the last succeeding Fiscal Year for which audited financial statements are available, the Net Revenues, together with revenues generated by such Additional Project, if any (to the extent that such revenues would have constituted Toll Road Revenues if such Additional Project were part of the proposed Dulles Toll Road), were sufficient to meet the Rate Covenant taking into account (1) the operating expenses relating to such Additional Project(sProject (to the extent that such operating expenses would have constituted Operation and Maintenance Expenses if such Additional Project were part of the Dulles Toll Road), (2) together any additional Operation and Maintenance Expenses that would have been incurred by the Airports Authority if such Additional Project had been a part of the Dulles Toll Road (as estimated by the Toll Road Consultant) and (3) a reasonable renewal and replacement reserve deposit with cost estimatesrespect to such Additional Project, scheduling, and any preliminary drawings, if applicable;as determined by such Toll Road Consultant; or (ii) A statement the projected Net Revenues for the current Fiscal Year and the Fiscal Year immediately following the addition of the need for Additional Project to the proposed Additional Project(s), along with Dulles Toll Road (including the planned benefits additional Toll Road Revenues expected to be derived from generated by such expenditures; Additional Project, if any) will be sufficient to meet the Rate Covenant taking into account (iii1) The Authority's means the Operation and Maintenance Expenses relating to such Additional Project, (2) any Operation and Maintenance Expenses that are expected to be incurred by the Airports Authority as a result of financing or paying the costs such Additional Project being a part of the proposed Dulles Toll Road (as estimated by the Toll Road Consultant) and (3) a reasonable renewal and replacement reserve deposit with respect to such Additional Project(s)Project, as determined by the Toll Road Consultant; and (ivc) The planned allocation of the costs thereof evidence that any indebtedness relating to the various Cost Centers and Sub-Centers and the estimated impact on Signatory Airline rates for rentals, fees, and charges. 10.04.2 Within thirty (30) days after the Authority's delivery of said notice of such Additional Projects in Airline Supported Areas, the Authority shall schedule a meeting with the Signatory Airlines collectively, Project has been duly paid or with an airline committee selected by the Signatory Airlines. The Authority shall review and consider the comments, suggestions, and recommendations of the Airline together with the comments and recommendations of the other Signatory Airlinesdefeased; provided, however, the Authority reserves the right to make, subject to the provisions of Paragraph 10.04.4 with respect to those Additional Projects to be financed with the proceeds of Bonds, the final decision with respect to such Additional Projects. After the meeting, the Authority shall notify the Airline of its decision on whether to proceed with the Additional Projects as proposed or modified. 10.04.3 If the Authority proceeds with Additional Projects in the Airline Supported Areas, the Authority shall provide the Airline Representative the following: 10.04.3.1 The scope, budget, and schedule for the Additional Project. 10.04.3.2 Copies of design submittals, if any, for the schematic, design, development, and construction document phases of the design process. Routine submittals will include site plans, floor plans, and elevations. Architectural and structural details or mechanical and electrical design documents will not be routinely submitted. Design submittals shall not include correspondence or minutes of meetings between the Authority and the designer. 10.04.3.3 An opportunity to meet with the Authority to discuss the Project design and the effects of Project construction on airfield operations or landside access. 10.04.3.4 Notice of pre-bid and pre-construction meetings. 10.04.4 With respect to Additional Projects in Airline Supported Areas which the Authority proposes to fund with the proceeds of Bonds, the following provisions shall apply: 10.04.4.1 If the Additional Project is within one or more of the following categories, no additional procedures are required: (i) Projects necessary to comply with any current or future law, rule, regulations, order or judgment of any Federal, state, or local agency (excluding the Authority) or court, or any Federal grant agreement or airport certification requirement, including any required modification or replacement of the National air traffic control facilities; (ii) Projects to improve the safe operation of the Airport; (iii) Projects to protect essential infrastructure from storm events or relocate such infrastructure; (iv) Projects for restoration or replacement of airport capacity; (v) Airfield projects eligible for Federal funding for which the Authority has received the full level of available eligible Federal funding; (vi) Projects with respect to which the Authority has received commitments from users to lease eighty percent (80%) or more of the leasable premises included in such project; (vii) Projects necessary to replace or repair damaged, destroyed, or condemned property to the extent that the amount of insurance or condemnation proceeds has been inadequate; (viii) Projects for the acquisition and installation of Equipment in accordance with Section 6.04; or (ix) Projects with respect to which the Authority has received approval of a Majority-in-Interest of the Signatory Airlines with respect to the Cost Center at the Airport in which the project is located. 10.04.4.2 If an Additional Project is not within one or more of the foregoing categories, then the Airports Authority may issue Bonds for the purpose of refinancing any outstanding indebtedness relating to fund such project if (i) the estimated cost of the project is less than forty million dollars ($40,000,000) (stated in 2014 dollars and escalated in accordance an Additional Project upon compliance with the ENR Construction Index - MidAtlantic Region); or (ii) when the estimated cost provisions of the project exceeds forty million dollars ($40,000,000), as so escalated, Majority-in-Interest approval is obtained for the project. In the event of Majority-in-Interest disapproval of the project, the Authority may only issue Bonds to fund the project if it defers for one year from the date of Majority-in-Interest disapproval the issuance of such Bonds; thereafter, the Authority may issue such Bonds Section 213 and proceed with the project (i) after obtaining Majority-in-Interest approval, or (ii) after requesting but not obtaining Majority-in-Interest approval, the Authority gives the Airline sixty (60) days notice of its intent to issue Bonds for the project. Commencing on the date of notification of the Authority's intent to proceed to issue Bonds and continuing for sixty (60) days thereafter, the Airline would have the right to terminate this Agreement upon one hundred eighty (180) days' written notice to the Authority; provided, if the Authority does not issue such Bonds, any such termination notice shall be ineffectiveSection 511.

Additional Projects. 10.04.1 The Authority will provide Seller owns the Airline Representative with rights to additional solar photovoltaic electricity generating projects in the State of Hawaii which are currently on the Utility reserve schedule for application to the FIT Tier 2 or 3 program, or which may otherwise be awarded a list Power Purchase Agreement, but excluding the Kamehameha Projects (each an “Additional Project”) and are listed in Schedule 5.3, attached hereto. Each Additional Project that is accepted by the Utility from the reserve queue or awarded a Power Purchase Agreement on terms reasonably acceptable to Buyer shall be included as a Project under this Agreement. To make such additions, from time to time as each Additional Project is placed in the active queue by the Utility from the reserve queue, Seller shall deliver to Buyer and Lenders original executed copies of any proposed (a) a written notice of intent to add one or more Additional Projects for each Fiscal Year in advance to this Agreement and providing relevant due diligence information regarding such Additional Projects, including, without limitation, Seller’s estimate of the Fiscal Year. The Authority will also provide budget for development of such Additional Projects, and (b) two (2) amendments to the Airline Representative at least sixty (60) days notice before beginning any Additional Project not included in said list. No additional notification, approval, or other requirements shall apply List to any add such Additional Projects except those in Airline Supported Areas(“Project List Amendment”). In addition, the Authority Buyer and Lenders shall notify the Airline in writing if it intends to undertake Additional Projects in Airline Supported Areas. Such notice shall include the following: (i) A description of the proposed Additional Project(s) together with cost estimates, scheduling, and any preliminary drawings, if applicable; (ii) A statement of the need for the proposed Additional Project(s), along with the planned benefits to be derived from such expenditures; (iii) The Authority's means of financing or paying the costs of the proposed Additional Project(s); and (iv) The planned allocation of the costs thereof to the various Cost Centers and Sub-Centers and the estimated impact on Signatory Airline rates for rentals, fees, and charges. 10.04.2 Within have thirty (30) days after receipt of the Authority's delivery offer materials from Seller to reasonably determine a budget for the development of said notice of such Additional Projects in Airline Supported Areas, the Authority shall schedule a meeting with the Signatory Airlines collectively, or with (each an airline committee selected by the Signatory Airlines. The Authority shall review “Additional Project Budget”) and consider the comments, suggestions, to countersign and recommendations return one (1) copy of the Airline together with Project List Amendment and the comments applicable Additional Project Budget to Seller. Should Buyer and recommendations Lenders elect not deliver the executed Project List Amendment and applicable Additional Project Budget within thirty (30) days of the other Signatory Airlines; providedreceipt of the offer materials, howeverthen ten (10) days after written notice by Seller to Buyer and Lenders of the pending cancellation of acceptance rights, the Authority reserves the right Buyer and Lenders shall have no further rights or claims to makethat Additional Project and shall take all necessary steps to confirm that fact, subject to the provisions of Paragraph 10.04.4 with respect to those Additional Projects to be financed with the proceeds of Bonds, the final decision with respect to such Additional Projects. After the meeting, the Authority shall notify the Airline of its decision on whether to proceed with the Additional Projects as proposed including releasing any security interest or modified. 10.04.3 If the Authority proceeds with Additional Projects in the Airline Supported Areas, the Authority shall provide the Airline Representative the following: 10.04.3.1 The scope, budget, and schedule for the mortgage covering said Additional Project. 10.04.3.2 Copies of design submittals, if any, for the schematic, design, development, and construction document phases of the design process. Routine submittals will include site plans, floor plans, and elevations. Architectural and structural details or mechanical and electrical design documents will not be routinely submitted. Design submittals shall not include correspondence or minutes of meetings between the Authority and the designer. 10.04.3.3 An opportunity to meet with the Authority to discuss the Project design and the effects of Project construction on airfield operations or landside access. 10.04.3.4 Notice of pre-bid and pre-construction meetings. 10.04.4 With respect to Additional Projects in Airline Supported Areas which the Authority proposes to fund with the proceeds of Bonds, the following provisions shall apply: 10.04.4.1 If the Additional Project is within one or more of the following categories, no additional procedures are required: (i) Projects necessary to comply with any current or future law, rule, regulations, order or judgment of any Federal, state, or local agency (excluding the Authority) or court, or any Federal grant agreement or airport certification requirement, including any required modification or replacement of the National air traffic control facilities; (ii) Projects to improve the safe operation of the Airport; (iii) Projects to protect essential infrastructure from storm events or relocate such infrastructure; (iv) Projects for restoration or replacement of airport capacity; (v) Airfield projects eligible for Federal funding for which the Authority has received the full level of available eligible Federal funding; (vi) Projects with respect to which the Authority has received commitments from users to lease eighty percent (80%) or more of the leasable premises included in such project; (vii) Projects necessary to replace or repair damaged, destroyed, or condemned property to the extent that the amount of insurance or condemnation proceeds has been inadequate; (viii) Projects for the acquisition and installation of Equipment in accordance with Section 6.04; or (ix) Projects with respect to which the Authority has received approval of a Majority-in-Interest of the Signatory Airlines with respect to the Cost Center at the Airport in which the project is located. 10.04.4.2 If an Additional Project is not within one or more of the foregoing categories, then the Authority may issue Bonds to fund such project if (i) the estimated cost of the project is less than forty million dollars ($40,000,000) (stated in 2014 dollars and escalated in accordance with the ENR Construction Index - MidAtlantic Region); or (ii) when the estimated cost of the project exceeds forty million dollars ($40,000,000), as so escalated, Majority-in-Interest approval is obtained for the project. In the event the Additional Project Budget for development of Majority-in-Interest disapproval such Additional Projects will cause the Cash Advance Cap to be exceeded, the Lenders shall commit to funding the excess amount as a condition to their acceptance of the projectProject List Amendment and the Cash Advance Cap, SPI Advance Cap, HPL Advance Cap and Lender Payment Percentages will be adjusted accordingly and in a pro rata manner to reflect such additional funding by the Authority may only issue Bonds to fund the project if it defers for one year from the date of Majority-in-Interest disapproval the issuance of such Bonds; thereafter, the Authority may issue such Bonds and proceed with the project (i) after obtaining Majority-in-Interest approval, or (ii) after requesting but not obtaining Majority-in-Interest approval, the Authority gives the Airline sixty (60) days notice of its intent to issue Bonds for the project. Commencing on the date of notification of the Authority's intent to proceed to issue Bonds and continuing for sixty (60) days thereafter, the Airline would have the right to terminate this Agreement upon one hundred eighty (180) days' written notice to the Authority; provided, if the Authority does not issue such Bonds, any such termination notice shall be ineffectiveLenders.