Paragraph 9 ExpensesI1

Subject to the following provisions of this paragraph, the promoter shall repay to the undertaker the reasonable costs and expenses actually incurred (including both internal and external costs and expenses) by the undertaker in reviewing any plans or proposals submitted to it in connection with this part of this Schedule, or in connection with, the inspection, removal, alteration or protection of any apparatus or the construction of any new apparatus which may be required in consequence of the execution of any such works as are referred to in this part of this Schedule.

There shall be deducted from any sum payable under sub-paragraph (1) the value of any apparatus removed under the provisions of this Schedule, that value being calculated by the undertaker after removal.

If in accordance with the provisions of this part of this Schedule—

and the placing of apparatus of that type or capacity or of those dimensions or the placing of apparatus at that depth, as the case may be, is not agreed by the promoter (such agreement not to be unreasonably withheld or delayed) or, in default of agreement, is not determined by arbitration in accordance with article 63 (arbitration) to be necessary, then, if such placing involves cost in the construction of works under this part of this Schedule exceeding that which would have been involved if the apparatus placed had been of the existing type, capacity or dimensions, or at the existing depth, as the case may be, the amount which apart from this sub-paragraph would be payable to the undertaker by virtue of sub-paragraph (1) shall be reduced by the amount of that excess.

For the purposes of sub-paragraph (3)—

An amount which apart from this sub-paragraph would be payable to the undertaker in respect of works by virtue of sub-paragraph (1) shall, if the works include the placing of apparatus provided in substitution for apparatus placed more than 7 years and 6 months earlier so as to confer on the undertaker any financial benefit by deferment of the time for renewal of the apparatus in the ordinary course, be reduced by the amount which represents that benefit.

The undertaker shall from time to time submit to the promoter estimates of the reasonable expenses referred to in this paragraph 9 that it reasonably expects to incur.

The promoter and the undertaker will use their reasonable endeavours to agree the amount of any estimates submitted by the undertaker in accordance with sub-paragraph (6) within 21 days following receipt of such estimates by the promoter. The promoter shall confirm its agreement to the amount of such estimates in writing and shall not unreasonably withhold or delay such agreement.

Work in relation to which an estimate is submitted under sub-paragraph (6) shall not be commenced until the estimate is agreed under sub-paragraph (7) (unless this requirement is waived by the promoter in writing) and a purchase order number up to the value of the approved estimate has been issued by the promoter to the undertaker. The promoter shall issue the purchase order number within 28 days of the estimate being agreed under sub-paragraph (7) and in any event not less than 30 days before work is due to commence.

If the undertaker at any time becomes aware that an estimate agreed under sub-paragraph (7) has been or is likely to be exceeded, it shall as soon as reasonably practicable notify the promoter and shall submit a revised estimate of the relevant expenses to the promoter for agreement. The provisions of sub-paragraphs (6) to (8) (mutatis mutandis) shall apply to such revised estimate, except that the period referred to in sub-paragraph (7) shall be reduced to 14 days.

The undertaker may from time to time issue to the promoter invoices for expenses incurred up to the date of the relevant invoice, up to the amount of the relevant estimate agreed under sub-paragraph (7) or (as the case may be) the revised estimate agreed under sub-paragraph (9). Invoices issued to the promoter for payment shall—

The promoter shall not be responsible for meeting costs or expenses in excess of an estimate agreed under sub-paragraph (7) (and the undertaker shall not be obliged to incur any costs or expenses in excess of such agreed estimate) unless and until (and then only to the extent that) the promoter has agreed a revised estimate pursuant to sub-paragraph (9).