Common use of Change Requests Clause in Contracts

Change Requests. For any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom Programming, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("Change Request"). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to CCL. If a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate, Allin will submit to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that the Change Request would be materially detrimental to the performance of the Application, materially contrary to the Solution Vision or have a material adverse effect on the Project Plan, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with any Change Request until the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change Requests.

Change Requests. For 18.1. Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCLenable the other Party to make a proper assessment of such change. 18.2. If Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 18.3. Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Order Pack without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costsOnce duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and Order Pack and the Supplier shall commence performance of the Change Request accordingly. 18.4. Allin Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 18.5. Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 15.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingWork Order (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will Request shall be assessed at no cost to CCL. If made in writing in a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Form and sent to evaluatethe Customer Representative or Valto Representative (as appropriate) and shall set out the change in sufficient detail so as to enable the other Party to make a proper assessment of such change. 15.2 Where the Parties propose a Change Request Valto shall provide in the Change Request Form a written estimate of the likely time required to implement the change, Allin will submit any necessary variations to CCL for the Fees (in accordance with the latest rates of Valto) as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of the Agreement. The Customer shall notify Valto whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior written receipt of the Change Request Form. 15.3 A Change Request shall become a “Change Order” when the requirements of the ‘Change Request Procedure’ as set out in this Clause 15 have been satisfied and the Change Request Form is signed by a Representative of both Parties to signify their approval to the costs associated with change. Until such evaluationtime the Parties shall continue to perform their respective obligations under the Work Order without taking into account the Change Request Form. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly signed, the Change Request Form shall be deemed incorporated into Agreement and Work Order and Valto shall commence performance of the Change Order accordingly. 15.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 15.5 Unless otherwise agreed in writing, Valto shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Valto's then current rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For 14.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingStatement of Work (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will Request shall be assessed at no cost to CCL. If made in writing in a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Form and sent to evaluatethe Customer representative or Supplier representative (as appropriate) and shall set out the change in sufficient detail so as to enable the other Party to make a proper assessment of such change. 14.2 Where the Parties propose a Change Request the Supplier shall provide in the Change Request Form a written estimate of the likely fee required to implement the change, Allin will submit any necessary variations to CCL for the Charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Customer shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five working days of its prior written receipt of receipt of the Change Request Form. 14.3 A Change Request shall become a “Change Order” when the requirements of the ‘Change Control Procedure’ as set out in this Clause 14 have been satisfied and the Change Request Form is signed by a duly authorised representative of both Parties to signify their approval to the costs associated with change. Until such evaluationtime the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly signed, the Change Request Form shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Order accordingly. 14.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Supplier's then current Fees for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For ‌ 14.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 14.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 14.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 14.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricingClient. The provisions Version: 2.0 Issues Date: 01/12/2022 Page 29 of this Agreement shall be deemed amended to incorporate any mutually agreed Change Requests.36 Classification: Public

Change Requests. For 16.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Customer Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 16.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Customer shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 16.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the relevant Service Specification without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and relevant Service Specification and the Supplier shall commence performance of the Change Request accordingly. 16.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 16.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For any change CCL wishes 7.1 Both parties are entitled to make issue Change Requests during the installation of the CAS and during the term of this Agreement. 7.2 The party suggesting the Change Request (Suggesting Party) shall issue their Change Request to the --------------- Installation Schedule or for any desired Custom Programming, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it other Party ("Change Request")Receiving Party) in writing. Change Requests shall be contain a description of the changes required. After receipt of a Change Request, the Receiving Party shall notify the Suggesting Party within 20 working days (Change Request Notification Period) in writing either using writing, whether or not they agree to such Change Request. Should the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially Receiving Party not notify the same information. All CCL Suggesting Party within the Change Requests Request Notification Period, the Change Request shall be initiated by Xxxxx Xxx or his designee deemed disagreed. 7.3 In the event the Receiving Party agrees to the Change Request, Nagra shall, within 10 working days, except Nagra can prove an important cause (wichtiger Xxxxx), that a longer period is required, submit the following proposal: (a) The technical solution for the implementation of the Change Request; (b) A reasonable remuneration, including reasonable payment terms (only if MSG issues the Change Request); (c) A Milestone Plan for the implementation of the Change Request including, if necessary, MSG’s obligations to cooperate. 1. The parties shall agree in written form on the above listed issues without undue delay. The Functional Requirements (Attachment R 1), the Solution Architecture (Attachment R 2) and any responses thereto by Allin – if applicable – other affected provisions of this Agreement, shall be directed amended accordingly. 7.4 Nagra shall be obliged to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin agree to evaluate will be assessed at no cost to CCL. If a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin of MSG unless there is an important cause (wichtiger Xxxxx). The important cause shall be determined taking into account the mutual interest of the parties. An important cause shall be in particular an adverse impact on the System Security of the CAS caused by the required change. 7.5 MSG is obliged to evaluate, Allin will submit agree to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that the reasonable Change Request would of Nagra, unless there is an important cause. The important cause shall be materially detrimental to determined taking into account the performance mutual interest of the Application, materially contrary to the Solution Vision or have a material adverse effect on the Project Plan, or the Installation Schedule (as that term is defined parties. An important cause shall be in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with any Change Request until the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact particular that such Change Request has on the Project Planby Nagra does not result in additional cost or other material disadvantages for MSG, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in particular in a material disruption of MSG service to its customers. 7.6 All intellectual property rights and copyrights resulting from Nagra’s development work in connection with a Change Request belong to Nagra. Upon MSG’s request, Nagra will grant to MSG a limited, non transferable royalty free license to use such intellectual property rights and copyrights. 7.7 Nagra shall be reasonable and negotiated obliged to offer on MSG’s request any products or features which are offered by Nagra to third party customers unless an important, non discriminatory cause (wichtiger Xxxxx) hinders Nagra to do so. 7.8 All disputes arising from and/or in good faith, and will connection with a Change Request shall be determined in a manner consistent with the System pricingfinally settled by an Arbitration Tribunal. The provisions Arbitral Tribunal consists of this Agreement 3 Arbitrators. The place of arbitration is, if not otherwise agreed, Dusseldorf. The language of the arbitration proceedings shall be deemed amended German. The Arbitral Tribunal shall be subject to incorporate any mutually agreed Change Requeststhe rules of the International Chamber of Commerce (ICC) excluding state courts.

Change Requests. For 13.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 13.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 13.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties , the Change Request shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 13.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 13.5 Unless otherwise agreed in writing, the Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier’s then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 14.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingScope of Works (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing through the PVF and sent to evaluate will be assessed at no cost the Customer representative or Core representative (as appropriate) and shall set out the change in sufficient detail so as to CCLenable the other Party to make a proper assessment of such change. 14.2 Core shall provide a written estimate of the likely time required to implement the change, any necessary variations to the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. If a The Customer shall notify Core whether it accepts or reasonably rejects the Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin within five working days of its receipt of the written estimate. 14.3 A PVF must be signed by a duly authorised representative of both Parties to evaluatesignify their approval to the change. Until such time the Parties shall continue to perform their respective obligations under the Scope of Works without taking into account the Change Request. Once duly signed, Allin will submit the PVFs shall be deemed incorporated into Agreement and Scope of Works and Core shall commence performance of the Change Request accordingly. 14.4 Neither Party shall be required to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, Core shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Core's then current rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For 19.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Customer Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 19.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Customer shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 19.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into the Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 19.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 19.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For 13.1 Either Party may request changes to any Services (in each case, a “Change Request”). Unless otherwise agreed between the Parties in writing, any Change Request shall be made in writing and sent to the Client Representatives or Supplier Representative (as appropriate) and shall set out the change CCL wishes in sufficient detail so as to enable the other Party to make to a proper assessment of such change. 13.2 Where the --------------- Installation Schedule or for any desired Custom Programming, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("Change Request"). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to CCL. If Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement or the applicable Statement of Work. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 13.3 Until such time as a Change Request has been agreed to by the costs associated with Parties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 13.4 Save where such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin change is as a consequence of any legal or regulatory obligation, neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 13.5 Unless otherwise agreed in writing, the Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier’s then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 15.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingProposal (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representative or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 15.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Fees (in accordance with the latest rates of the Supplier) as a result of the change, the likely effect of the change on the Services and any other impact of the change on the terms of the Contract. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior written receipt of the Change Request. 15.3 A Change Request shall become a “Change Order” when the requirements of the ‘Change Request Procedure’ as set out in this clause 15 have been satisfied and the Change Request is signed by a duly authorised representative of both Parties to signify their approval to the costs associated with change. Until such evaluationtime, the Parties shall continue to perform their respective obligations under the Proposal without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly signed, the Change Request shall be deemed incorporated into Agreement and Proposal and the Supplier shall commence performance of the Change Order accordingly. 15.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 15.5 Unless otherwise agreed in writing, the Supplier shall be materially detrimental entitled to charge the performance of Client at the ApplicationSupplier's then current rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom Programming, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("Change Request"). Change Requests a. Either Party shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated entitled at any time to request a Variation by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to CCL. If submitting a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate, Allin will submit to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that the Change Request would be materially detrimental to the performance other Party. The Supplier shall, in respect of the Application, materially contrary to the Solution Vision or have a material adverse effect on the Project Plan, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with any Change Request until in respect of any Good, apply the parties have mutually standard proceedings as defined in VDA Volume 2: Quality Assurance for Supplies: Production Process and Product Approval (PPA) and take into special consideration the “Trigger Matrix” set out in Appendix 2 to VDA Volume 2 : Quality Assurance for Supplies: Production Process and Product Approval (PPA). b. If either Party submits a Change Request under clause 5.a, then INEOS shall, as soon as is reasonably practicable after submission of the relevant Change Request, determine if the relevant Variation should be further evaluated or not and notify the Supplier of its decision. c. If INEOS decides, under clause 5.b that a Variation should be further evaluated, then INEOS shall, as soon as is reasonably practicable after the relevant decision under clause 5.b, establish a team to evaluate the relevant Variation comprised of such persons as INEOS considers (acting reasonably) to be relevant for the purposes of evaluating the relevant Variation (each an “Evaluation Team”). d. The Supplier shall, at the request of any Evaluation Team, cooperate with, assist and support the relevant Evaluation Team with its evaluation of the relevant Variation and, unless otherwise expressly agreed upon in writing by each Party, such cooperation, assistance and support shall be at the Supplier’s sole cost and expense. e. An Evaluation Team shall, in respect of the relevant Change Request: i. carry out an assessment of the technical, financial and commercial impact of the relevant Variation which may include considering, amongst other relevant considerations, the details of the changes contemplated in the relevant Change Request and the impact (if any) of such changes on the Deliverables, Detailed Timing Plan, Fees, Payment Schedule, Services and/or Specification (an “Evaluation Team Assessment”); and ii. provide the relevant Evaluation Team Assessment to such representatives of INEOS as are authorised to make a final determination in respect of the relevant Change Request. f. XXXXX xxxxx, as soon as is reasonably practicable after an Evaluation Team Assessment being provided to the relevant representatives of INEOS under clause 5.e.ii: (i) determine whether the cost relevant Variation is approved (in whole or in part), rejected (in whole or in part) or should be considered further by the relevant Evaluation Team; and payment terms associated with such Change Request as well as, (ii) notify the impact Supplier of its decision (a “Variation Release”). g. If INEOS determines that a Variation should be considered further by the relevant Evaluation Team, then clauses 5.e and 5.f shall apply in respect of such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent further consideration with the System pricing. The provisions of necessary changes. h. If INEOS approves a Variation (in whole or in part) in accordance with clause 5.f, then: i. with effect from the date on which INEOS submits the relevant Variation Release to the Supplier, this Agreement shall be deemed to be amended to implement the relevant Variation approved (in whole or in part) by INEOS under clause 5.f; and ii. the Parties shall execute such further documents as may be necessary to give effect to such Variation. i. The Supplier shall not make, incorporate or otherwise implement any mutually agreed Variation other than in accordance with this clause 5 (Change Requests).

Change Requests. For 14.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 14.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 14.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 14.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, the Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 14.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingStatement of Work (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will Request shall be assessed at no cost to CCL. If made in writing in a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Form and sent to evaluatethe Client Representative or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to enable the other Party to make a proper assessment of such change. 14.2 Where the Parties propose a Change Request the Supplier shall provide in the Change Request Form a written estimate of the likely time required to implement the change, Allin will submit any necessary variations to CCL for the Fees (in accordance with the latest rates of the Supplier) as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of the Contract. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior written receipt of the Change Request Form. 14.3 A Change Request shall become a “Change Order” when the requirements of the ‘Change Request Procedure’ as set out in this Clause 14 have been satisfied and the Change Request Form is signed by a duly authorised representative of both Parties to signify their approval to the costs associated with change. Until such evaluationtime the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request Form. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly signed, the Change Request Form shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Order accordingly. 14.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, the Supplier shall be materially detrimental entitled to charge the performance of Client at the ApplicationSupplier's then current rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 13.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 13.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within twenty eight (28) days of its prior receipt of the written approval estimate. 13.3 Until such time as a Change Request has been incorporated into the costs associated with such evaluationAgreement and Order Form, the Parties shall continue to perform their respective obligations under the Order Form without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin The Change Request shall accept any be deemed incorporated into Agreement and Order Form and the Supplier shall commence performance of the Change Requests unless Allin can show Request accordingly, the earlier of: (i) the date that the Change Request would be materially detrimental is duly agreed by both Parties or (ii) if the Client has not objected in writing to the performance Change Request, the end of the Application28 day notice period set out in Clause 13.2 above. 13.4 Unless otherwise agreed in writing, materially contrary the Supplier shall be entitled to charge the Solution Vision or have a material adverse effect Client at Supplier’s then current Rates for investigating, reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 14.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Client Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 14.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 14.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 14.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 12.1 Either Party may request changes to any Statement of Work (in each case, a “Change Request”) Any Change Request shall be made in writing and sent to the Customer Representative or Supplier Representative (as appropriate) and shall set out the change CCL wishes in sufficient detail so as to enable the other Party to make a proper assessment of such change. 12.2 A Change Request shall become a “Change Order” when the requirements of the ‘Change Control Procedure’ as set out in this Clause 12 have been satisfied and the Change Request is signed by a duly authorised representative of both Parties to signify their approval to the --------------- Installation Schedule or for any desired Custom Programmingchange. Until such time the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Once duly signed, CCL Change Orders shall notify Allin be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("Change Request"). Change Requests Order accordingly. 12.3 Neither Party shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed required to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to CCL. If a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate, Allin will submit to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 12.4 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Supplier's then current rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For 14.1 Either Party may request changes to any Services (in each case, a “Change Request”). Unless otherwise set out in the Statement of Work, any Change Request shall be made in writing and sent to the Client Representatives or Supplier Representative (as appropriate) and shall set out the change CCL wishes in sufficient detail so as to enable the other Party to make to a proper assessment of such change, in line with this clause 14. 14.2 Where the --------------- Installation Schedule or for any desired Custom Programming, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("Change Request"). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to CCL. If Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the charges as a result of the change, the likely effect of the change on the Services and any other impact of the change on the terms of this Agreement. The Client shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 14.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the Statement of Work without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and Statement of Work and the Supplier shall commence performance of the Change Request accordingly. 14.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationClient at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsClient.

Change Requests. For 16.1 Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingServices (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing and sent to evaluate will be assessed at no cost the Customer Representatives or Supplier Representative (as appropriate) and shall set out the change in sufficient detail so as to CCL. If enable the other Party to make a proper assessment of such change. 16.2 Where the Parties propose a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin the Supplier shall provide a written estimate of the likely time required to evaluateimplement the change, Allin will submit any necessary variations to CCL for the Charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Customer shall notify the Supplier whether it accepts or reasonably rejects the Change Request within five (5) Business Days of its prior receipt of the written approval estimate. 16.3 Until such time as a Change Request has been agreed to by the costs associated with such evaluationParties, the Parties shall continue to perform their respective obligations under the relevant Quote without taking into account the Change Request. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin Once duly agreed by both Parties, the Change Request shall be deemed incorporated into Agreement and relevant Quote and the Supplier shall commence performance of the Change Request accordingly. 16.4 Neither Party shall be required to accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 16.5 Unless otherwise agreed in writing, Supplier shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at Supplier's then current Rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.

Change Requests. For 14.1. Either Party may request changes to any change CCL wishes to make to the --------------- Installation Schedule or for any desired Custom ProgrammingScope of Works (in each case, CCL shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it ("a “Change Request"”). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by Xxxxx Xxx or his designee and any responses thereto by Allin shall be directed to Xx. Xxx. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin Request shall be made in writing through the PVF and sent to evaluate will be assessed at no cost the Customer representative or CompanyNet representative (as appropriate) and shall set out the change in sufficient detail so as to CCLenable the other Party to make a proper assessment of such change. 14.2. If CompanyNet shall provide a written estimate of the likely time required to implement the change, any necessary variations to the Fees as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement. The Customer shall notify CompanyNet whether it accepts or reasonably rejects the Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin within five working days of its receipt of the written estimate. 14.3. A PVF must be signed by a duly authorised representative of both Parties to evaluatesignify their approval to the change. Until such time the Parties shall continue to perform their respective obligations under the Scope of Works without taking into account the Change Request. Once duly signed, Allin will submit the PVFs shall be deemed incorporated into Agreement and Scope of Works and CompanyNet shall commence performance of the Change Request accordingly. 14.4. Neither Party shall be required to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that Request made by the other Party and shall not be bound by the Change Request would unless it has been agreed in writing as set out above. 14.5. Unless otherwise agreed in writing, CompanyNet shall be materially detrimental entitled to charge the performance of the ApplicationCustomer at CompanyNet's then current rates for investigating, materially contrary to the Solution Vision or have a material adverse effect reporting on the Project Planand, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with if appropriate, implementing any Change Request until requested by the parties have mutually agreed upon (i) the cost and payment terms associated with such Change Request as well as, (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees that any cost proposals in connection with a Change Request will be reasonable and negotiated in good faith, and will be determined in a manner consistent with the System pricing. The provisions of this Agreement shall be deemed amended to incorporate any mutually agreed Change RequestsCustomer.