Climate Contract Playbook Edition 3
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(iii) [the achievement of or improvement to the achievement of sustainability performance targets of the Employer’s sustainability linked loan]; (iv) [the improvement of the Project’s performance under the terms of the [Employer’s Green Loan]]; (v) [the prevention of a default under the terms of the Employer’s Green Loan]; or (g) in relation to the occupation, operation and utilisation of the Project during its operating life: (i) minimising greenhouse gas emissions; (ii) maximising energy efficiency; (iii) maximising resilience to the impacts of climate change in a concentration pathway RCP8.5 future or other runaway climate change scenario. Operative terms 1. Contractor’s Obligations 1.1 The [Contractor/Service Provider] must carry out all of its obligations under the Contract in accordance with: (a) the Project Documents; (b) all applicable laws and standards; and (c) Best Industry Practice. 1.2 The [Contractor/Service Provider] warrants that, subject to using Best Industry Practice, the Project will be fit for purpose and achieve Green Objectives on Practical Completion and during its [operating life]. [ Drafting note: consider whether the Contractor/Service Provider should be liable for the asset achieving the Green Objectives into the future, as this is potentially a very onerous obligation on current drafting. ]
2.
Reporting obligations
2.1 The [Contractor/Service Provider] must provide to the Employer a report on the last day of each [quarter] that describes conduct or actions taken to satisfy the Green Objectives ( Green Report ). 2.2 The Employer must notify the [Contractor/Service Provider] within [10 Business Days] of receiving the Green Report if the Employer: (a) accepts the Green Report; or (b) considers that the [Contractor/Service Provider’s] is not meeting the Green Objectives, setting out reasons. 2.3 If the Employer issues a notice under clause 2.2(b), the [Contractor/Service Provider] must promptly comply with the requirements set out in that notice, and within [10 Business Days] notify the Developer of the changes which have been implemented. [ Drafting note: It may be more feasible to require the Contractor/Service Provider in this situation to prepare a rectification plan, detailing how it plans to correct any failure to achieve the Green Objectives as set out in the Employer’s notice. The termination right in cl 2.4 would then arise if the Contractor/Service Provider either (a) doesn’t actually submit a rectification plan, or (b) fails to diligently pursue and/or adhere to the plan .] 2.4 If the [Contractor/Service Provider] does not comply with clause 2.3, this will be deemed a [substantial breach of the Contract] and the default clause [X] will apply.
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