Change Control. 8.1 Subject to Clauses 8.2 and 8.3, no change may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “Change Control Procedure”). 8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5. 8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to the other Party: (a) replacing the Authorised Representative; (b) amending or updating the notice details; or (c) as required by a Competent Authority. 8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide: (a) an indication of the technical design (if any) required in order to implement the proposed change; (b) details of any technical ramifications which would result from adoption of the change; (c) details of the consequences of failing to adopt the proposed change; (d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent); (e) the proposed timescale for implementation of the change; (f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request; 8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale. 8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 13 contracts
Samples: Wholesale Access Reference Offer, Wholesale Access Reference Offer, Wholesale Access Reference Offer
Change Control. 8.1 Subject to Clauses 8.2 and 8.3, no change may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “Change Control Procedure”).
8.2 . The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 . Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to the other Party:
(a) : replacing the Authorised Representative;
(b) ; amending or updating the notice details; or
(c) or as required by a Competent Authority.
8.4 . A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) : an indication of the technical design (if any) required in order to implement the proposed change;
(b) ; details of any technical ramifications which would result from adoption of the change;
(c) ; details of the consequences of failing to adopt the proposed change;
(d) ; best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) ; the proposed timescale for implementation of the change;
(f) ; any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 ; The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 . The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 5 contracts
Samples: Wholesale Access Reference Offer, Wholesale Access Reference Offer, Wholesale Access Reference Offer
Change Control. 8.1 Subject 29.1 Any requests to Clauses 8.2 and 8.3, no change may be made to this Agreement (including any Appendix shall be submitted in writing.
29.2 If either party requests a change to the scope or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives execution of the Parties in accordance with this Clause 8 (the “Change Control Procedure”).
8.2 The provisions Services or to any other element of this Clause 8 shall Agreement, the Supplier shall, within a reasonable time (and in any event not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to the other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by more than 14 Working Days after receipt of a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or Authority), provide a written estimate to the Client, the other relevant Party shall then provideAuthority of:
(a) an indication of 29.2.1 the technical design (if any) likely time required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of 29.2.2 any necessary variations to the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of Charges arising from the change;
29.2.3 the likely effect of the change on the relevant Project Plan; and
29.2.4 any other impact of the change on this Agreement.
29.3 Subject as provided in clause 11.4.7, unless both parties consent to a proposed change, there shall be no change to the relevant Project Plan or this Agreement.
29.4 If both parties consent to a proposed change, the change shall be made, only after agreement of the necessary variations to the Charges, the Services, the relevant Project Plan(s), the Deliverables and any other relevant terms of this Agreement (fas applicable) any additional information to take account of the Service Provider change that has been reached and this Agreement has been varied in accordance with clause 32.11.
29.5 Subject as provided in clause 11.2.2, if the Supplier requests a change to the scope or execution of the Client requires Services, in order to finalise comply with any applicable safety or statutory requirements, and such changes do not materially affect the information nature, scope of, or charges for the Services, the Authority shall not unreasonably withhold or delay consent to it. Subject as provided in response clause 11.2.2, unless the Supplier's request was attributable to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The Service Provider shall log all change requests together Authority's non-compliance with the status Authority's obligations, neither the Charges, the relevant Project Plan nor any other terms of ensuing actions and, on request, provide this Agreement shall vary as a copy result of the log to the Clientsuch change.
Appears in 3 contracts
Samples: Production Agreement, Production Agreement, Production Agreement
Change Control. 8.1 Subject to Clauses 8.2 and 8.3, no change may be made to 7.1. For the purposes of this Agreement a 'Change Request' is:
7.1.1. a request to change (including to cease) any Appendix Service or Schedule) unless agreed add new services to the Services; or
7.1.2. a request to amend this Agreement or any document attached to it or referred to in advance by this Agreement; or
7.1.3. any proposal which causes or is likely to cause the Parties Client to incur costs or charges outside the scope of the Service Charges.
7.1.4. A Change Request shall become a 'Change Order' when the requirements of the Change Control Procedure have been satisfied and made in writing and the Change Request is signed by the Authorised Representatives Service Contact of both parties to signify their approval of the Parties in accordance with this Clause 8 (the “Change Control Procedure”)change.
8.2 The provisions 7.2. Change Requests may be originated either by the Client or by Fluent.
7.3. Where Fluent originates a Change Request it shall provide, with the Change Request, details of the impact which the proposed change will have upon the Services; the Implementation Plan; the Required Service Levels; any systems or operations of the Client which communicate with, or are otherwise affected by, the Services; the Service Charges; and the other terms of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5Agreement.
8.3 Either Party 7.4. Where the Client originates a Change Request, Fluent shall provide the Client, within 21 days of receiving the Change Request, details of the impact which the proposed change will have upon the Services; the Implementation Plan; the Required Service Levels; any systems or operations of the Fluent Communications Terms and Conditions with SLA – v1 (Jul 2024) Client which communicate with, or are otherwise affected by, the Services; the Service Charges; and the other terms of this Agreement.
7.5. Save where otherwise stated in these Terms and Conditions, neither party shall be obliged to agree a Change Request originated by the other.
7.6. The costs of implementing a Change Order shall be borne as set out in the Change Order.
7.7. Fluent shall be entitled to charge the Client for work undertaken by Xxxxxx in analysing the effect of any proposed Change Request. Where Fluent wishes to make a charge for carrying out such analysis, it will first notify the following changes to the Agreement without reference to the Change Control ProcedureClient in writing, on prior written notice to the other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement allow the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing Client to adopt the proposed change;
(d) best estimate of any financial implications and choose whether or not it is proposed that these will be absorbed by to authorise Fluent to proceed with the Service Provider or analysis of the requested change.
7.8. Fluent reserves the right at any time without notifying the Client within the Tariff (and if soto make changes to any Services which are necessary to comply with any applicable safety or other statutory requirement, to what extent);
(e) the proposed timescale or for implementation any integration or upgrade of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response software relating to the change request;
8.5 The Service Provider Services provided that such variation does not materially affect the quality or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to performance anticipated by the Client.
Appears in 2 contracts
Samples: Terms and Conditions, Terms and Conditions
Change Control. 8.1 Subject 9.1 If either party wishes to Clauses 8.2 change the scope of the Solutions, it shall submit details of the requested change to the other in writing.
9.2 If either party requests a change to the scope or execution of the Solutions, the Company shall, within a reasonable time, provide a written estimate (“Change Proposal”) to the Client of:
9.2.1 the likely time required to implement the change;
9.2.2 any variations to the Company's charges arising from the change;
9.2.3 the likely effect of the change on the Specification; and
9.2.4 any other impact of the change on the terms of the Contract.
9.3 If the Company requests a change to the scope of the Solutions, the Client shall not unreasonably withhold or delay consent to it.
9.4 If the Client wishes the Company to proceed with the Change Proposal, the Company has no obligation to do so unless and 8.3until the parties have agreed a Quotation in writing on the necessary variations to its charges, no change the Specification and any other relevant terms of the Contract to take account of the change.
9.5 Until a Change Proposal is agreed, the Company shall continue providing and performing the existing Solutions under the Contract.
9.6 Notwithstanding the foregoing provisions, if the Client requires the Company to provide Solutions on short notice or perform emergency work, the Client agrees that it may not be made practicable for the Company to this Agreement complete a Change Proposal and/or a Quotation prior to providing or performing the Solutions in question. The Company will use its reasonable endeavours to provide such services or perform such work and the Client acknowledges and agrees that the Company is not liable for any loss (including any Appendix or Scheduleloss of profit) unless agreed in advance incurred by the Parties and made in writing and signed by the Authorised Representatives of the Parties Client due to any Solutions provided on short notice or any emergency work performed in accordance with this Clause 8 (the “Change Control Procedure”).
8.2 The provisions of 9.6. Services provided or work performed in accordance with this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to the other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these 9.6 will be absorbed by invoiced on a time and materials basis at the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scaleCompany’s then current rates.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Master Services Agreement
Change Control. 8.1 Subject to Clauses 8.2 and 8.3Clause 8.4, no if either party wishes to change may be made to this Agreement (including any Appendix the scope or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives execution of the Parties Services, it will submit details of the requested change (Change) to the other in accordance with this Clause 8 (the “Change Control Procedure”)writing.
8.2 The provisions of this Clause 8 shall not apply Where either party requests a Change, XPLOR will, within a reasonable time:
8.2.1 provide to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior Client written notice to the other Partydetails of:
(a) replacing the Authorised Representativelikely time required to implement the Change;
(b) amending or updating any necessary variations to the notice detailsFees arising from the Change; orand
(c) as required by a Competent Authorityany other impact of the Change on this Agreement, (the Change Requirements); or
8.2.2 notify Client that such Change is not reasonably practical.
8.3 If Client notifies XPLOR in writing that it wishes to proceed with any Change under Clause 8.2.1, implementation of such Change will be subject to agreement of the Change Requirements in accordance with Clause 14.7.
8.4 A The parties acknowledge and agree that XPLOR will be entitled to update, upgrade or modify the Solution at its own cost at its discretion provided that no such change request must be made will materially diminish the Solution Functionality (unless such change is required by Applicable Law). Nothing in writing and, in relation this Agreement will oblige XPLOR to make available to Client any change request by new feature or function of the Service Provider or Solution not included within the Client, the other relevant Party shall then provideSolution Functionality.
8.5 XPLOR may vary:
8.5.1 any provision(s) of these Terms of Service by giving Client no less than two (a2) an indication months' prior written notice; and/or
8.5.2 any provision(s) of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed this Agreement from time to time). It time by giving Client prior written notice if there is recognised a change to Applicable Law that minor changes should be processed more quickly affects the Services or the Solution but that major changes may be subject only to a longer agreed time scalethe extent required to comply with such change.
8.6 The Service Provider Where any change pursuant to Clause 8.5.1 will have a material adverse effect on Client, Client shall log all change requests together be entitled to terminate this Agreement with the status of ensuing actions and, on request, provide a copy effect from expiry of the log variation notice by provision of no less than one (1) month’s prior written notice to Xplor. Where Client terminates pursuant to this Clause, Xplor shall reimburse Client for any prepaid Fees attributable to the Clientperiod after the date of termination.
Appears in 1 contract
Samples: Managed Services Agreement
Change Control. 8.1 Subject to Clauses Clause 8.5, nothing in this Agreement shall require any Provider Group Members (or any Provider Personnel) to provide any additional service or level of service (including, without limitation, capacity levels) to the Recipient Group Members which the Provider Group Members did not provide or procure the provision of to any or all of the Recipient Group Members during the 12 months immediately preceding the Commencement Date.
8.2 and 8.3, no change Save for minor variations to the Agreement as may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised parties’ Representatives of the Parties in accordance with this Clause 8 16.2(B), if either party wishes to make any change, addition or deletion to any of the Transitional Services (a “Change”) the “Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5apply.
8.3 Either If the Recipient wishes to make any Change, the Recipient shall submit a Change request to the Provider’s Representative in respect of that proposed Change.
8.4 Subject to Clause 8.5, upon receipt of a request for a Change by the Recipient under Clause 8.3, the Provider shall (acting reasonably) consider such Change request within 10 Business Days (or such shorter period as may reasonably be requested in the Change request (if any), having regard to the reason for and nature of the requested Change) and if the Provider agrees in principle to such Change, shall provide the Recipient within 20 Business Days after the expiry of the relevant period for consideration (or such shorter period as reasonably requested in the Change request (if any), having regard to the reason for and nature of the requested Change) with a report including (but not limited to) the timing and cost impact upon the provision of any Transitional Services hereunder and a description of any amendments required to the terms of this Agreement (including its Schedules) required to implement such Change (the “Change Impact Statement”). The Recipient shall, within 10 Business Days of receipt of such Change Impact Statement, accept or reject the Change Impact Statement and if no response is received by the Provider from the Recipient within such period, the Change Impact Statement shall be deemed to have been accepted.
8.5 Subject to Clause 8.2, if the Recipient makes a Change request under Clause 8.3 within 6 months of Completion which is in respect of a service which was provided to the Recipient Group by the Provider Group at any time in the 12 months immediately preceding Completion but which is not detailed in Schedule 1 (an “Omitted Transitional Service”), the relevant Provider Group Member shall, unless not reasonably practicable to do so and subject to any necessary Third Party Consents having been obtained in accordance with Clause 7.1, provide such service to the relevant Recipient Group Members as soon as reasonably practicable following receipt of the Change request and such Omitted Transitional Service shall be deemed to form part of the Transitional Services. Contemporaneously with (and not as a precondition to) the provision of such service, the Provider shall provide a Change Impact Statement to the Recipient as soon as reasonably practicable and in any event within 10 Business Days of receipt of such Change request and the parties agree to negotiate the service charge (to the extent that such charge was not taken into account when calculating the Service Charges for the Transitional Services excluding the Omitted Transitional Service) and service period of the service subject to the Change request in good faith and failing agreement within 10 Business Days of receipt of the Change Impact Statement, the outstanding issues shall be subject to the escalation procedures set out in Clause 16.5.
8.6 If the Provider wishes to make any Change the Provider shall submit a Change request to the Recipient’s Representative in respect of that proposed Change and shall include with its Change request a Change Impact Statement. The Recipient shall, within 30 Business Days of receipt of such Change Impact Statement, accept or reject the Change Impact Statement and if no response is received by the Provider from the Recipient within such period, the Change Impact Statement shall be deemed to have been accepted.
8.7 The Provider may make a Change in its reasonable discretion and without the consent of the Recipient at any time if such Change would not have an adverse effect on the scope of, or Service Levels for, the relevant Transitional Service (and the Provider shall notify the Recipient of such Change in writing at least 30 days prior to such Change but, for the avoidance of doubt, a Change Impact Statement shall not be required). This Clause 8.7 shall not affect the ability of any Recipient Group Member at its own cost to contract directly with the relevant Third Party Provider (if any) for continued receipt of the relevant Transitional Service(s) at the Service Level. The Recipient hereby agrees that the Provider shall be entitled to make participate in such discussions with the following changes Third Party Provider in respect of any such direct contract.
8.8 If the parties accept (or are deemed to the Agreement without reference to have accepted) the Change Control ProcedureImpact Statement, on prior written notice to both parties shall implement the other Party:
Change. If during the implementation of such Change Impact Statement a technical hindrance occurs, then provided that such technical hindrance (a) replacing was not taken into account in the Authorised Representative;
Change request or the Change Impact Statement and (b) amending could not reasonably have been known at the time of the Change request or updating the notice details; or
(c) as Change Impact Statement was agreed, the Provider shall amend the Change Impact Statement to reflect any changes to it required by a Competent Authorityto avoid or surmount the hindrance and the last sentence of Clause 8.4 shall apply to such amended Change Impact Statement.
8.4 A change request must 8.9 Unless otherwise agreed in any Change Impact Statement, the Costs of implementing any Change to this Agreement (other than costs of changes to be made in writing and, in relation to any change request borne by the Service Recipient where contracting directly with a Third Party Provider or in accordance with the Client, the other relevant Party proviso in Clause 8.7) shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed borne by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scalerequesting party.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Change Control. 8.1 Subject to Clauses 8.2 and 8.3, no change may be made to 8.1. For the purposes of this Agreement a 'Change Request' is:
8.1.1. a request to change (including to cease) any Appendix Service or Schedule) unless agreed add new services to the Services; or
8.1.2. a request to amend this Agreement or any document attached to it or referred to in advance by this Agreement; or
8.1.3. any proposal which causes or is likely to cause the Parties Client to incur costs or charges outside the scope of the Service Charges.
8.1.4. A Change Request shall become a 'Change Order' when the requirements of the Change Control Procedure have been satisfied and made in writing and the Change Request is signed by the Authorised Representatives Service Contact of both parties to signify their approval of the Parties in accordance with this Clause 8 (the “Change Control Procedure”)change.
8.2 The provisions 8.2. Change Requests may be originated either by the Client or by Fluent.
8.3. Where Fluent originates a Change Request it shall provide, with the Change Request, details of the impact which the proposed change will have upon the Services; the Implementation Plan; the Required Service Levels; any systems or operations of the Client which communicate with, or are otherwise affected by, the Services; the Service Charges; and the other terms of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5Agreement.
8.3 Either Party 8.4. Where the Client originates a Change Request, Fluent shall provide the Client, within 21 days of receiving the Change Request, details of the impact which the proposed change will have upon the Services; the Implementation Plan; the Required Service Levels; any systems or operations of the Client which communicate with, or are otherwise affected by, the Services; the Service Charges; and the other terms of this Agreement.
8.5. Save where otherwise stated in these Terms and Conditions, neither party shall be obliged to agree a Change Request originated by the other.
8.6. The costs of implementing a Change Order shall be borne as set out in the Change Order.
8.7. Fluent shall be entitled to charge the Client for work undertaken by Fluent in analysing the effect of any proposed Change Request. Where Fluent wishes to make a charge for carrying out such analysis, it will first notify the following changes to the Agreement without reference to the Change Control ProcedureClient in writing, on prior written notice to the other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement allow the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing Client to adopt the proposed change;
(d) best estimate of any financial implications and choose whether or not it is proposed that these will be absorbed by to authorise Fluent to proceed with the Service Provider or analysis of the requested change.
8.8. Fluent reserves the right at any time without notifying the Client within the Tariff (and if soto make changes to any Services which are necessary to comply with any applicable safety or other statutory requirement, to what extent);
(e) the proposed timescale or for implementation any integration or upgrade of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response software relating to the change request;
8.5 The Service Provider Services provided that such variation does not materially affect the quality or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to performance anticipated by the Client.
Appears in 1 contract
Samples: Terms and Conditions
Change Control. 8.1 Subject 8.1. If either C2C and/or the Supplier wish to Clauses 8.2 and 8.3, no change may be made to this Agreement (including any Appendix the scope or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives execution of the Parties in accordance with this Clause 8 (Services, it shall submit written details of the “Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice requested change to the other Party(a “Change Request”). Upon receipt of a Change Request, or when submitting a Change Request itself, the Supplier shall, within a reasonable time (and in any event not more than ten Working Days after receipt of any Change Request from C2C), provide a written estimate to C2C of:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as likely time required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result necessary variations to the Service Price arising from adoption of the change;
(c) details any other impact of the consequences of failing to adopt the proposed change;change on this Agreement; and
(d) best estimate where the change requested impacts on the Supplier’s Intellectual Property Rights, or Intellectual Property Rights belonging to a third party used to provide the Services, the extent of any financial implications and whether or not such impact.
8.2. Unless both parties consent to a Change Request pursuant to clause 8.3 prior to any stated date for expiry of the Change Request, there shall be no change to the Services.
8.3. If both parties consent to the terms of a Change Request, it is proposed that these will shall be absorbed signed by the Service Provider authorised representatives of both parties, whereupon it shall become binding on the parties.
8.4. Any administrative costs incurred by either party in proposing or processing any Change Request shall be borne solely by that party.
8.5. Any change to the Client within Supplier’s services and operations which are necessary to comply with changes in Applicable Law shall be made at the Tariff Supplier’s cost and with prior written notice to C2C of such changes. Where such changes are necessary to comply with Applicable Law that is relevant only to C2C (and if so, to what extent);
(e) the proposed timescale for implementation rather than other clients of the change;
(f) Supplier), then the parties shall bear the costs of any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the such change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scaleequally.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: C2c Purchasing Terms
Change Control. 8.1 Subject to Clauses 8.2 and 8.3, no change may No amendment shall be made to this Agreement (including any Appendix or Schedule) unless a Statement of Work except on terms agreed in advance writing by the Parties and made in writing and signed by the Authorised Representatives of the Parties parties in accordance with this Clause 8 (the “Change Control Procedure”)clause 8.
8.2 The provisions Customer may at any time during the term of this Clause 8 shall not apply to revisions to Agreement request an increase or decrease in the Tariff made pursuant to Clause 5volume of the Services, a change in the Specification, or the addition of new Services (“Change Request”) by notifying the Supplier in writing of its requirements.
8.3 Either Party The Supplier shall be entitled give due consideration to make any Change Request from the following changes to Customer and shall, within 10 Working Days of receiving a Change Request from the Agreement without reference to the Change Control Procedure, on prior written notice to the other PartyCustomer:
(a) replacing confirm its acceptance of the Authorised Representative;Change Request in its entirety, in which case the parties shall execute a variation to the Statement of Work and/or the Terms as required as soon as reasonably practicable, and the Supplier shall implement the Change Request accordingly; or
(b) amending provide a written proposal for accepting the Change Request, subject to any variation that it reasonably considers necessary to the Services, the Specification or updating the notice detailsService Charges, including any new Services (“Change Proposal”); or
(c) as required by if the Supplier believes it is not reasonably practicable to accept the Change Request, with or without any such variation, provide the Customer with a Competent Authoritywritten statement of its reasons for rejecting the Change Request.
8.4 A change request must be made in writing and, in relation to any change request Time incurred by the Service Provider or Supplier for considering the Client, Change Request and drafting the other relevant Party shall then provide:
(a) an indication Change Proposal under clause 8.3 is rechargeable to the Customer. Such charges will be invoiced in accordance with the daily fee rates of the technical design (if any) required Supplier Staff involved in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these Change Proposal. The invoices will be absorbed provided by the Service Provider or Supplier, and are payable by the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires Customer in order to finalise the information provided in response to the change request;accordance with clause 7.
8.5 The Service Provider Customer shall give due consideration to the Supplier's Change Proposal under clause 8.3(b) and shall within 10 Working Days after receipt of the Change Proposal either give the Supplier a written notice accepting the Change Proposal (subject to, or without, further negotiation) or rejecting the Change Proposal.
8.6 If the Customer accepts the Change Proposal issued under clause 8.3(b), the parties shall as soon as reasonably practicable, execute a variation to the Statement of Work and/or the Terms as appropriate, and the Supplier shall implement the agreed variation.
8.7 If the Customer rejects the Change Proposal issued under clause 8.3(b), or the Client Supplier does not accept the Change Request as set out in clause 8.3(c), then the parties shall continue to abide by their obligations under the existing Statement of Work until its expiry or termination by either party in accordance with clause 16.
8.8 If the Supplier is required to make changes to the Services or Deliverable(s) to comply with a material change in law, or any additional liability imposed by statute or other legal or legislative requirement or entitlement, the Supplier shall, within a reasonable time of the required change, provide the Customer with a Change Proposal.
8.9 If the Customer agrees to proceed with the Change Proposal issued by the Supplier under clause 8.8, the parties shall as soon as reasonably practicable, execute a variation to the Statement of Work and/or the Terms as appropriate, and the Supplier shall implement the agreed variation.
8.10 If the Customer rejects the Change Proposal issued by the Supplier under clause 8.8, the Supplier shall have the right to terminate the Agreement (as including any individual Statements of Work), or any individual Statement of Work, without any further liability to the case may be) will process requests for a change (whether Customer, in accordance with clause 16.
8.11 Notwithstanding clause 8.1, the Supplier shall have the right to make non-material changes to the Services which the Supplier, in its sole discretion but acting reasonably, considers to be necessary, provided that the Supplier gives the Customer reasonable notice of such requests originate from changes and that such changes do not materially affect the Client nature, scope or quality of the Services or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scaleCharges.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Master Services Agreement
Change Control. 8.1 Subject 2.1 Either Service Provider or Client may initiate a Change Request by delivering to Clauses 8.2 the other’s Account Manager or his/her nominated representative a writing that describes the Change and 8.3, no change sets forth the reasons for it. Service Provider shall assign a unique number to any such request and shall register the Change Request in the Change Request Log as described in Section 7.1. Each Change Proposal that may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “prepared for a Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party Request shall be entitled to make the following changes to the Agreement without tracked by reference to the Change Control ProcedureRequest to which it relates. Exhibit K – FINAL VERSION 1 Exult April 23, on prior 2003
2.2 Each Party’s respective Account Manager or his/her nominated representatives shall be responsible for reviewing and considering any Change Request, and shall approve it for further investigation, if deemed necessary. If the Parties agree that the Change Request requires further investigation, the Account Managers shall authorize such investigation, which shall be performed as required by Service Provider and/or Client. In accordance with Section 7.2, the Account Managers shall be responsible for keeping up to date the status of each Change Request in the Change Request Log as the status of the Change Request changes through Change Control.
2.3 For each Change Request that the Parties have approved for further investigation, regardless of which Party has proposed or investigated the Change, Service Provider shall prepare and submit to Client within [***]* (or as otherwise agreed), with Client’s reasonable cooperation and provision of any information reasonably requested by Service Provider, a preliminary written notice to the other Party:report.
(a) replacing the Authorised RepresentativeSuch preliminary report shall contain:
(i) [***]*;
(bii) amending or updating the notice details; or[***]*;
(ciii) [***]*;
(iv) [***]*;
(v) [***]*. [***]* shall bear the costs of preparing the preliminary report and Estimate as required by set forth in this Section 2.3(a), and [***]*. b Client and Service Provider shall review the preliminary report and Client shall, within [***]* after delivery of such preliminary report in writing, either (1) instruct Service Provider to prepare a Competent Authority.
8.4 A change request must be made comprehensive Change Proposal as set forth in writing andthis Section 2.3(b), in relation to any change request by (2) notify the Service Provider that it does not wish to proceed with the Change, or (3) proceed with the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Change on mutually-agreed terms. Where Client has instructed Service Provider or the Client within the Tariff (and if soto prepare a comprehensive Change Proposal, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated [***]* (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The agreed) after receiving such instruction, Service Provider shall log all change requests together with prepare a Change Proposal including the status of ensuing actions and, on request, provide a copy following elements of the log Agreement, to the Clientextent relevant:
(i) [***]*;
(ii) [***]*;
(iii) [***]*;
(iv) [***]*;
(v) [***]*;
(vi) [***]*;
(vii) [***]*;
(viii) [***]*; April 23, 2003
(ix) [***]*;
(x) [***]*;
(xi) [***]*;
(xii) [***]*;
(xiii) [***]*;
(xiv) [***]*;
(xv) [***]*; and
(xvi) [***]*.
Appears in 1 contract
Change Control. 8.1 Subject 5.1 Either party may request a variation to Clauses 8.2 and 8.3, no change may be made to this Agreement (including the Order Form at any Appendix or Schedule) unless agreed in advance time before Final Acceptance by the Parties and made in writing and signed by the Authorised Representatives means of the Parties in accordance with this Clause 8 (the “Change Control Procedure”)following change control procedure.
8.2 5.2 The provisions of this Clause 8 shall not apply to revisions to party making the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice request must send to the other Party:
party a request (a “Change Request”) containing the following particulars: (a) replacing the Authorised Representative;
title of the change; (b) amending or updating the notice detailsoriginator; or
(c) as required the date of the proposal; (d) full details of the proposed change, including an outline description of any additional software proposed to be written; (e) the reason for the proposed change; (f) a timetable for implementation of the change including the date of its coming into effect; and (g) the anticipated impact of the change, if any, on other aspects of the work contemplated by a Competent Authoritythe Order Form or otherwise agreed between the parties.
8.4 A change request must 5.3 Within 14 days of receipt by LNRS of a Change Request from the Customer, LNRS will, at the Customer’s cost, provide a quote for any Fee which would be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of change and will set out any technical ramifications variation to agreed time scales which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will may be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires required in order to finalise implement the information provided change. Any Change Request submitted by LNRS will include such information.
5.4 Following receipt of LNRS’s quotation, the parties may agree in response writing to implement the requested change. The parties must sign an amendment to formally document the change as an amendment to the change request;Order Form.
8.5 The Service Provider or 5.5 LNRS will treat changes requested after the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days expiry of the request having first been communicated (or warranty period in clause 4.2 as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scalechargeable support requests and will invoice for such services at its then-prevailing rate.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Professional Services
Change Control. 8.1 9.1 Subject to Clauses 8.2 clause 9.5.1 below, if either party wishes to change the scope of the Services (including Customer requests for additional services), it shall submit details of the requested change to the other in writing.
9.2 If either party requests a change to the scope or execution of the Services, the Supplier shall, within a reasonable time, provide a written estimate to the Customer of:
9.2.1 the likely time required to implement the change;
9.2.2 any variations to the Fees arising from the change;
9.2.3 the likely effect of the change on the Services; and
9.2.4 any other impact of the change on this Contract.
9.3 If either party wishes the other party to proceed with the relevant change referred to in clause 9, the Supplier has no obligation to do so unless and 8.3until the parties have agreed in writing the necessary variations to the Fees, no change may be made the Services and any other relevant terms of this Contract to take account of the change.
9.4 Once changes have been agreed by the parties, the parties shall sign a written agreement confirming their agreement to any changes agreed pursuant to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “Change Control Procedure”)clause.
8.2 The 9.5 Notwithstanding the foregoing provisions of this Clause 8 shall not apply to revisions to clause 9:
9.5.1 the Tariff made pursuant to Clause 5.
8.3 Either Party Supplier shall be entitled to make change the following Services from time to time provided that such changes do not have a material adverse effect on the Services (as those Services were provided immediately prior to the change);
9.5.2 any request by the Customer to change the Services will be subject to the Supplier’s consent in writing and where such consent has been given, the parties having entered into a written agreement (in the form determined by the Supplier) setting out the terms and conditions which apply to such change;
9.5.3 in the event that the Supplier and the Customer agree any changes to the Agreement without reference to Services during the Change Control ProcedureTerm, on prior written notice to unless otherwise agreed by the other PartySupplier the Services as amended by such change:
(a) replacing 9.5.3.1 shall continue until the Authorised Representative;
(b) amending or updating expiry of the notice detailsTerm; or
(c) as required 9.5.3.2 if agreed, by a Competent Authoritythe Supplier the then current Initial Term or Successive Term.
8.4 A change request must 9.6 For the avoidance of doubt, the Supplier shall be made in writing and, in relation under no obligation to accept or agree to any change request changes to the scope or execution of the Services requested by the Service Provider or Customer pursuant to this clause 9 and any such decision shall be entirely at the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scaleSupplier's discretion.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Contract
Change Control. 8.1 Subject
6.1 If either party wishes to Clauses 8.2 and 8.3change the scope or execution of the Services (a “Change”), no it shall submit details of the requested change may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made other in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “Change Control ProcedureRequest”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make 6.2 Each Change Control Request must contain the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to the other Partyinformation:
(a) replacing The originator of the Authorised RepresentativeChange and date of the request or recommendation for the Change;
(b) amending or updating The reason for the notice details; orChange;
(c) Full details of the Change including any specifications;
(d) Where the Change Control Request is from the Supplier, details of any Client system or software which the Supplier thinks may be affected by the Change;
(e) Price, if any, for the Change (or impact on the Charges); and
(f) Any other information as required by a Competent Authoritythe other Party may reasonably request.
8.4 A change request must be made in writing and, in relation to any change request by 6.3 If the Service Provider or the ClientClient submits a Change Control Request, the other relevant Party shall then provideSupplier shall, within a reasonable time, provide a written estimate to the Client of:
(a) an indication of the technical design (if any) likely time required in order to implement the proposed changeChange;
(b) details of any technical ramifications which would result necessary variations to the Supplier's Charges arising from adoption of the change;
(c) details the likely effect of the consequences of failing to adopt the proposed change;Change on any timescales; and
(d) best estimate any other impact of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or Change on this Agreement.
6.4 If the Client within wishes the Tariff (Supplier to proceed with the Change, the Supplier has no obligation to do so unless and if sountil the Parties have agreed the necessary variations to the Charges, the Services and any other relevant terms of this Agreement in writing to what extent);
(e) the proposed timescale for implementation take account of the change;Change.
(f) any additional information 6.5 Notwithstanding clause 6.4, the Service Provider or Supplier may, from time to time change the Client requires Services in order to finalise comply with any applicable statutory and regulatory requirements, provided that such changes do not materially affect the information provided in response to the change request;
8.5 The Service Provider nature, scope of, or the Client (as Charges for the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed Services. The Supplier may, from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be time and subject to a longer agreed time scale.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client's prior written consent, which shall not be unreasonably withheld or delayed change the Services, provided that such changes do not materially affect the nature or quality of the Services and, where practicable, it will give the Client at least three months' notice of any change.
Appears in 1 contract
Samples: Insolvency Services Agreement
Change Control. 8.1 Subject 2.1 Either Service Provider or Client may initiate a Change Request by delivering to Clauses 8.2 the other’s Account Manager or his/her nominated representative a writing that describes the Change and 8.3, no change sets forth the reasons for it. Service Provider shall assign a unique number to any such request and shall register the Change Request in the Change Request Log as described in Section 7.1. Each Change Proposal that may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “prepared for a Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party Request shall be entitled to make the following changes to the Agreement without tracked by reference to the Change Control ProcedureRequest to which it relates. Exhibit K—FINAL VERSION 1 Exult April 23, on prior 2003
2.2 Each Party’s respective Account Manager or his/her nominated representatives shall be responsible for reviewing and considering any Change Request, and shall approve it for further investigation, if deemed necessary. If the Parties agree that the Change Request requires further investigation, the Account Managers shall authorize such investigation, which shall be performed as required by Service Provider and/or Client. In accordance with Section 7.2, the Account Managers shall be responsible for keeping up to date the status of each Change Request in the Change Request Log as the status of the Change Request changes through Change Control.
2.3 For each Change Request that the Parties have approved for further investigation, regardless of which Party has proposed or investigated the Change, Service Provider shall prepare and submit to Client within [***]* (or as otherwise agreed), with Client’s reasonable cooperation and provision of any information reasonably requested by Service Provider, a preliminary written notice to the other Party:report.
(a) replacing the Authorised RepresentativeSuch preliminary report shall contain:
(i) [***]*;
(bii) amending or updating the notice details; or[***]*;
(ciii) [***]*;
(iv) [***]*;
(v) [***]*. [***]* shall bear the costs of preparing the preliminary report and Estimate as required by set forth in this Section 2.3(a), and [***]*. b Client and Service Provider shall review the preliminary report and Client shall, within [***]* after delivery of such preliminary report in writing, either (1) instruct Service Provider to prepare a Competent Authority.
8.4 A change request must be made comprehensive Change Proposal as set forth in writing andthis Section 2.3(b), in relation to any change request by (2) notify the Service Provider that it does not wish to proceed with the Change, or (3) proceed with the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Change on mutually-agreed terms. Where Client has instructed Service Provider or the Client within the Tariff (and if soto prepare a comprehensive Change Proposal, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated [***]* (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The agreed) after receiving such instruction, Service Provider shall log all change requests together with prepare a Change Proposal including the status of ensuing actions and, on request, provide a copy following elements of the log Agreement, to the Client.extent relevant:
Appears in 1 contract
Change Control. 8.1 Subject 8.1. If either TUK and/or the Supplier wish to Clauses 8.2 change the scope or execution of the Services, it shall submit written details of the requested change to the other (a “Change Request”). Upon receipt of a Change Request, or when submitting a Change Request itself, the Supplier shall, within a reasonable time (and 8.3in any event not more than ten Working Days after receipt of any Change Request from TUK), provide a written estimate to TUK of: (a) the likely time required to implement the change; (b) any necessary variations to the Service Price arising from the change; (c) any other impact of the change on this Agreement; and (d) where the change requested impacts on the Supplier’s Intellectual Property Rights, or Intellectual Property Rights belonging to a third party used to provide the Services, the extent of any such impact.
8.2. Unless both parties consent to a Change Request pursuant to clause 8.3 prior to any stated date for expiry of the Change Request, there shall be no change may to the Services.
8.3. If both parties consent to the terms of a Change Request, it shall be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives authorised representatives of both parties, whereupon it shall become binding on the Parties in accordance with this Clause 8 (the “Change Control Procedure”)parties.
8.2 The provisions of this Clause 8 8.4. Any administrative costs incurred by either party in proposing or processing any Change Request shall not apply to revisions be borne solely by that party.
8.5. Any change to the Tariff made pursuant Supplier’s services and operations which are necessary to Clause 5.
8.3 Either Party comply with changes in Applicable Law shall be entitled to make made at the following changes to the Agreement without reference to the Change Control Procedure, on Supplier’s cost and with prior written notice to the TUK of such changes. Where such changes are necessary to comply with Applicable Law that is relevant only to TUK (rather than other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication clients of the technical design (if any) required in order to implement Supplier), then the proposed change;
(b) details parties shall bear the costs of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the such change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scaleequally.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Purchasing Terms
Change Control. 8.1 9.1 Subject to Clauses 8.2 and 8.3Clause 9.5, no change nothing in this Agreement shall require the Provider (or any Provider Personnel) to provide any additional service or level of access or service (including, without limitation, capacity levels) to the Recipient Group which the Provider did not provide to any or all of the Recipient Group Members during the 12 months immediately preceding the Commencement Date.
9.2 Save for minor variations to the Agreement as may be made agreed by the parties’ Representatives in accordance with Clause 12.2(B), if either party wishes to make any change to, addition to or deletion of any of the R&D Services and the R&D Service Levels (a “Change”), the provisions of this Clause 9 shall apply.
9.3 If the Recipient wishes to make any Change, the Recipient shall submit a Change request to the Provider’s Representative in respect of that proposed Change.
9.4 Subject to Clause 9.5, upon receipt of a request for a Change by the Recipient under Clause 9.3, the Provider shall (acting reasonably) consider such Change request within 10 Business Days (or such shorter period as may reasonably be requested in the Change request (if any), having regard to the reason for and nature of the requested Change) and if the Provider agrees in principle to such Change, shall provide the Recipient, within 20 Business Days after the expiry of the relevant period for consideration (or such shorter period as reasonably requested in the Change request (if any), having regard to the reason for and nature of the requested Change), with a report including (but not limited to) the timing and cost impact upon the provision of any R&D Services hereunder and a description of any amendments required to the terms of this Agreement (including its Schedules) required to implement such Change (the “Change Impact Statement”). The Recipient shall, within 10 Business Days of receipt of such Change Impact Statement, accept or reject the Change Impact Statement and if no response is received by the Provider from the Recipient within such period, the Change Impact Statement shall be deemed to have been accepted.
9.5 Subject to Clause 9.2, if the Recipient makes a Change request under Clause 9.3 within six months of the Commencement Date which is in respect of a service which was provided to the Recipient Group by the Provider at any time in the 12 months immediately preceding the Commencement Date but which is not detailed in Schedule 1 or 2 (as appropriate) (an “Omitted R&D Service”), the relevant Provider shall, unless not reasonably practicable to do so and subject to any necessary Third Party Consents having been obtained in accordance with Clause 8.1, provide such service to the relevant Recipient Group Members as soon as reasonably practicable following receipt of the Change request and such Omitted R&D Service shall be deemed to form part of the R&D Services. Contemporaneously with (and not as a precondition to) the provision of such service, the Provider shall provide a Change Impact Statement to the Recipient as soon as reasonably practicable and in any event within 10 Business Days of receipt of such Change request and the parties agree to negotiate the Service Charge (to the extent that such charge was not taken into account when calculating the Service Charges for the R&D Services excluding the Omitted R&D Service) and service period of such Omitted R&D Service subject to the Change request in good faith and failing agreement within 10 Business Days of receipt of the Change Impact Statement, the outstanding issues shall be subject to the escalation procedures set out in Clause 12.6.
9.6 Save as provided in Clause 9.7, if the Provider wishes to make any Change, the Provider shall submit a Change request to the Recipient’s Representative in respect of that proposed Change and shall include with its Change request a Change Impact Statement. The Recipient shall, within 30 Business Days of receipt of such Change Impact Statement, accept or reject the Change Impact Statement and if no response is received by the Provider from the Recipient within such period, the Change Impact Statement shall be deemed to have been accepted.
9.7 The Provider may make a Change in its reasonable discretion and without the consent of the Recipient at any time if such Change would not have an adverse effect on the scope of, or R&D Service Levels for, the relevant R&D Service (and the Provider shall notify the Recipient of such Change in writing at least 30 days prior to such Change but, for the avoidance of doubt, a Change Impact Statement shall not be required). This Clause 9.7 shall not affect the ability of any Recipient Group Member at its own cost to contract directly with the relevant Third Party Provider (if any) for continued receipt of the relevant R&D Services at the R&D Service Level. The Recipient hereby agrees that the Provider shall be entitled to participate in such discussions with the Third Party Provider in respect of any such direct contract.
9.8 If the parties accept (or are deemed to have accepted) the Change Impact Statement, both parties shall implement the Change. If, during the implementation of such Change Impact Statement, a technical hindrance occurs, then provided that such technical hindrance (a) was not taken into account in the Change request or the Change impact Statement and (b) could not reasonably have been known at the time of the Change request or the Change Impact Statement was agreed, the Provider shall amend the Change Impact Statement to reflect any changes to it required to avoid or surmount the hindrance and the last sentence of Clause 9.4 shall apply to such amended Change Impact Statement.
9.9 Unless otherwise agreed in any Change Impact Statement, the costs of implementing any Change to this Agreement (including any Appendix or Schedule) unless agreed in advance other than costs of changes to be borne by the Parties and made in writing and signed by the Authorised Representatives of the Parties Recipient where contracting directly with a Third Party Provider in accordance with this the proviso in Clause 8 (the “Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party 9.7) shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to the other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request borne by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scalerequesting party.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Research and Development Services Agreement (Indivior PLC)
Change Control. 8.1 Subject
6.1 The Council's Manager and the Supplier's Manager shall meet at least once every [PERIOD OF TIME] to Clauses 8.2 and 8.3, no discuss matters relating to the Services [OR the Project]. If either party wishes to change may be made to this Agreement (including any Appendix the scope or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives execution of the Parties in accordance with this Clause 8 (Services, it shall submit details of the “Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice requested change to the other Partyin writing.
6.2 If either party requests a change to the scope or execution of the Services, the Supplier shall, within a reasonable time (and in any event not more than [twenty] working days after receipt of the Council's request), provide a written estimate to the Council of:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as likely time required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result necessary variations to the Supplier's charges arising from adoption of the change;
(c) details [the likely effect of the consequences of failing to adopt change on the proposed change;Project Plan; and]
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation other impact of the change on this agreement.
6.3 Unless both parties consent to a proposed change;, there shall be no change to [the [relevant] Project Plan or] this agreement.
(f) 6.4 If both parties consent to a proposed change, the change shall be made, only after agreement of the necessary variations to the Supplier's charges, the Services[, the [relevant] Project Plan] and any additional information other relevant terms of this agreement to take account of the Service Provider change that has been reached and this agreement has been varied in accordance with clause 16.
6.5 If the Supplier requests a change to the scope or execution of the Client requires Services, in order to finalise comply with any applicable safety or statutory requirements, and such changes do not materially affect the information provided in response nature, scope of, or charges for the Services, the Council shall not unreasonably withhold or delay consent to it. Unless the Supplier's request was attributable to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The Service Provider shall log all change requests together Council's non- compliance with the status Council's obligations, neither the Supplier's charges[, the [relevant] Project Plan] or any other terms of ensuing actions and, on request, provide this agreement shall vary as a copy result of the log to the Clientsuch change.
Appears in 1 contract
Samples: Agreement for the Supply of Services
Change Control. 8.1 Subject to Clauses 8.2 and 8.3, no change may be made to this Agreement (including any Appendix or Schedule) unless agreed in advance by the Parties and made in writing and signed by the Authorised Representatives of the Parties in accordance with this Clause 8 (the “Change Control Procedure”).
8.2 The provisions of this Clause 8 shall not apply to revisions to the Tariff made pursuant to Clause 5.
8.3 Either Party shall be entitled to make the following changes to the Agreement without reference to the Change Control Procedure, on prior written notice to to the other Party:
(a) replacing the Authorised Representative;
(b) amending or updating the notice details; or
(c) as required by a Competent Authority.
8.4 A change request must be made in writing and, in relation to any change request by the Service Provider or the Client, the other relevant Party shall then provide:
(a) an indication of the technical design (if any) required in order to implement the proposed change;
(b) details of any technical ramifications which would result from adoption of the change;
(c) details of the consequences of failing to adopt the proposed change;
(d) best estimate of any financial implications and whether or not it is proposed that these will be absorbed by the Service Provider or the Client within the Tariff (and if so, to what extent);
(e) the proposed timescale for implementation of the change;
(f) any additional information the Service Provider or the Client requires in order to finalise the information provided in response to the change request;
8.5 The Service Provider or the Client (as the case may be) will process requests for a change (whether such requests originate from the Client or the Service Provider) within 30 days of the request having first been communicated (or as otherwise agreed from time to time). It is recognised that minor changes should be processed more quickly but that major changes may be subject to a longer agreed time scale.
8.6 The Service Provider shall log all change requests together with the status of ensuing actions and, on request, provide a copy of the log to the Client.
Appears in 1 contract
Samples: Wholesale Access Reference Offer