Change Adjustments Clause Samples

The Change Adjustments clause defines how modifications to the terms of an agreement, particularly those affecting pricing, deliverables, or timelines, are managed after the contract has been executed. Typically, this clause outlines the procedures for proposing, reviewing, and approving changes, such as requiring written notice and mutual consent before any adjustment takes effect. Its core function is to provide a structured process for handling unforeseen changes, ensuring both parties have clarity and agreement on any alterations, thereby minimizing disputes and maintaining contractual balance.
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Change Adjustments. In the event that the LEA’s Programming requirements, needs, and desires change at any time subsequent to the execution of this Agreement and during the school year contemplated hereby, the sums due from the LEA to ESU 8 shall, in the exclusive discretion of ESU 8, be adjusted and prorated in accordance with generally accepted accounting principles adopted, implemented and utilized by ESU 8 in accordance with and pursuant to, applicable provisions of law. Under no circumstances, however, shall any provision of this agreement be construed to permit the LEA to unilaterally cancel or terminate this Agreement without prior written notice to, and written consent of ESU 8. The parties recognize and acknowledge that ESU 8 must budget, employee staff, incur expenses for curriculum and other costs in such a manner to permit ESU 8 to deliver the services contracted for as evident by this Agreement, which expenses shall become fixed after budgeting therefore. Accordingly, any and all charges or expenses incurred by ESU 8 in the course of performing its obligations pursuant to this Agreement, or preparing to do so shall become immediately due and payable by the LEA to ESU 8.
Change Adjustments. The Compensation Committee shall make appropriate adjustments to give effect to adjustments made in the number of shares of the Corporation’s common stock through a merger, consolidation, recapitalization, reclassification, combination, spinoff, common stock dividend, stock split or other relevant change as the Compensation Committee deems appropriate to prevent dilution or enlargement of the rights of the Grantee. Any adjustments or substitutions pursuant to this section shall meet the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) and shall be final and binding upon the Grantee.