Common use of Changes Clause Clause in Contracts

Changes Clause. Boeing's Procurement Representative may, without notice to sureties, in writing direct changes within the general scope of this Agreement or an Order in any of the following: (i) technical requirements and descriptions, specifications, statement of work, drawings or designs; (ii) shipment or packing methods; (iii) place of delivery, inspection or acceptance; (iv) reasonable adjustments in quantities or delivery schedules or both; (v) amount of Boeing-furnished property; and, if this contract includes services, (vi) description of services to be performed; (vii) time of performance (i.e., hours of the day, days of the week, etc.); and (viii) place of performance. Seller shall comply immediately with such direction. If such change increases or decreases the cost or time required to perform this contract, Boeing and Seller shall negotiate an equitable adjustment in the price or schedule, or both, to reflect the increase or decrease. Boeing shall modify the Order in writing accordingly. Unless otherwise agreed in writing, Seller must assert any claim for adjustment to Boeing's Procurement Representative in writing within 25 days and deliver a fully supported proposal to Boeing's Procurement Representative within 60 days after Seller's receipt of such direction. Boeing may, at its sole discretion, consider any claim regardless of when asserted. If Seller's proposal includes the cost of property made obsolete or excess by the change, Boeing may direct the disposition of the property. Boeing may examine Seller's pertinent books and records to verify the amount of Seller's claim. Failure of the parties to agree upon any adjustment shall not excuse Seller from performing in accordance with Boeing's direction. If Seller considers that Boeing's conduct constitutes a change, Seller shall notify Boeing's Procurement Representative immediately in writing as to the nature of such conduct and its effect upon Seller's performance. Pending direction from Boeing's Procurement Representative, Seller shall take no action to implement any such change.

Changes Clause. Boeing's ’s Procurement Representative may, without notice to sureties, in writing direct changes within the general scope of this Agreement or an Order in any of the following: (i) technical requirements and descriptions, specificationsSpecifications, statement of work, drawings or designs; (ii) shipment or packing methods; (iii) place of delivery, inspection or acceptance; (iv) reasonable adjustments in quantities or delivery schedules or both; (v) amount of Boeing-furnished property; and, if this contract Agreement includes services, (vi) description of services to be performed; (vii) time of performance (i.e., hours of the day, days of the week, etc.); and (viii) place of performance. Seller shall comply immediately with such direction. If such change increases or decreases the cost or time required to perform this contract, Boeing and Seller shall negotiate an equitable adjustment in the price or schedule, or both, to reflect the increase or decrease. Boeing shall modify the Order in writing accordingly*. Unless otherwise agreed in writing, Seller must assert any claim for adjustment to Boeing's ’s Procurement Representative in writing within 25 days * and deliver a fully supported proposal to Boeing's ’s Procurement Representative within 60 days * after Seller's ’s receipt of such direction. Boeing shall modify the Order in writing accordingly. Boeing may, at its sole discretion, consider any claim regardless of when asserted. If Seller's proposal ’s claim includes the cost of property made obsolete or excess by the change, Boeing may direct the disposition of the property. Subject to the limitations set forth in GTA Section 9.0, Boeing may examine Seller's ’s pertinent books and records to verify the amount of supporting Seller's ’s claim. Failure Subject to resolution through the provisions of the parties to agree upon any adjustment shall not excuse Seller from performing in accordance with Boeing's directionGTA Section 33, *. If Seller considers that Boeing's ’s conduct constitutes a change, Seller shall notify Boeing's ’s Procurement Representative immediately in writing as to the nature of such conduct and its effect upon Seller's ’s performance. Pending direction from Boeing's ’s Procurement Representative, Seller shall take no action to implement any such change.. GTA – * Table of Contents 18

Changes Clause. Boeing's Procurement Representative may, without notice to sureties, in writing direct changes within the general scope of this Agreement or an Order in any of the following: (i) technical requirements and descriptions, specifications, statement of work, drawings or designs; (ii) shipment or packing methods; (iii) place of delivery, inspection or acceptance; (iv) reasonable adjustments in quantities or delivery schedules or both; (v) amount of Boeing-furnished property; and, if this contract includes services, (vi) description of services to be performed; (vii) time of performance (i.e., hours of the day, days of the week, etc.); and (viii) place of performance. Seller shall comply immediately with such direction. Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment filed separately with the Securities and Exchange Commission. Omissions are designated by the symbol [*****]. Boeing / Spirit AeroSystems, Inc. General Terms Agreement (GTA) BCA-65530-0016 Amendment 1 If such change increases or decreases the cost or time required to perform this contract, Boeing and Seller shall negotiate an equitable adjustment in the price or schedule, or both, to reflect the increase or decrease. Boeing shall modify the Order in writing accordingly. Unless otherwise agreed in writing, Seller must assert any claim for adjustment to Boeing's Procurement Representative in writing within 25 twenty-five (25) days and deliver a fully supported proposal to Boeing's Procurement Representative within 60 sixty (60) days after Seller's receipt of such direction. Boeing shall modify the Order in writing accordingly. Boeing may, at its sole discretion, consider any claim regardless of when asserted. If Seller's proposal claim includes the cost of property made obsolete or excess by the change, Boeing may direct the disposition of the property. Boeing may examine Seller's pertinent books and records to verify the amount of Seller's claim. Failure of the parties Parties to agree upon any adjustment shall not excuse Seller from performing in accordance with Boeing's direction. If Seller considers that Boeing's conduct constitutes a change, Seller shall notify Boeing's Procurement Representative immediately in writing as to the nature of such conduct and its effect upon Seller's performance. Pending direction from Boeing's Procurement Representative, Seller shall take no action to implement any such change.

Changes Clause. Boeing's Procurement Representative may, without notice to sureties, in writing direct changes within the general scope of this Agreement or an Order in any of the following: (i) technical requirements and descriptions, specifications, statement of work, drawings or designs; (ii) shipment or packing methods; (iii) place of delivery, inspection or acceptance; (iv) reasonable adjustments in quantities or delivery schedules or both; (v) amount of Boeing-furnished property; and, if this contract includes services, (vi) description of services to be performed; (vii) time of performance (i.e., hours of the day, days of the week, etc.); and (viii) place of performance. Seller shall comply immediately with such direction. If such change increases or decreases the cost or time required to perform this contract, Boeing and Seller shall negotiate an equitable adjustment in the price or schedule, or both, to reflect the increase or decrease. Boeing shall modify the Order in writing accordingly. Unless otherwise agreed in writing, Seller must assert any claim for adjustment to Boeing's Procurement Representative in writing within 25 days and deliver a fully supported proposal to Boeing's Procurement Representative within 60 days after Seller's receipt of such direction. Boeing may, at its sole discretion, consider any claim regardless of when asserted. If Seller's proposal includes the cost of property made obsolete or excess by the change, Boeing may direct the disposition of the property. Boeing may examine Seller's pertinent books and records to verify the amount of Seller's claim. Failure of the parties Parties to agree upon any adjustment shall not excuse Seller from performing in accordance with Boeing's direction. If Seller considers that Boeing's conduct constitutes a change, Seller shall notify Boeing's Procurement Representative immediately in writing as to the nature of such conduct and its effect upon Seller's performance. Pending direction from Boeing's Procurement Representative, Seller shall take no action to implement any such change.

Changes Clause. Subject to Boeing's ’s right to terminate an Order under Section 12 and further subject to all of the terms of SBP Section 8.0, Boeing’s Procurement Representative may, without notice to sureties, in writing direct changes within the general scope of this Agreement GTA or an Order in any of the following: (i) technical requirements and descriptions, specificationsSpecifications, statement of work, drawings or designs; (ii) shipment or packing methods; (iii) place of delivery, inspection or acceptance; (iv) reasonable adjustments in quantities or delivery schedules or both; (v) amount of Boeing-furnished property; and, if this contract includes services, (vi) description of services to be performed; (vii) time of performance (i.e., hours of the day, days of the week, etc.); and (viii) place of performance. Upon receipt of written notice of such change, Seller shall implement the change as soon as possible. Provided, however, that if Seller is unable to implement any changes under (i) or (vi) above, Seller shall promptly notify Boeing of Seller’s inability to comply with the changes requested. If Seller receives any direction to manufacture any Product to a new Specification that Seller has not agreed upon, Seller will immediately notify Boeing’s Procurement Representative and request a copy of the new Specification. Upon receipt by Seller of the new Specification, Seller will review the new Specification with Boeing’s and Seller’s quality and technical personnel and/or metallurgists and Boeing’s Procurement Representative, and will notify Boeing’s Procurement Representative regarding whether or not Seller is capable of manufacturing Product to the new Specification. [ * ] Seller shall provide prompt notice of any claim for adjustment to Boeing’s Procurement Representative in writing and deliver a fully supported proposal to Boeing’s Procurement Representative generally within [ * ] after Seller’s receipt of such direction. If due to the magnitude of the requested change, [ * ] is not a sufficient time for provision of a fully supported proposal, the Parties will discus a reasonable time frame for submitting such change increases or decreases the cost or time required to perform this contract, Boeing and Seller shall negotiate an equitable adjustment in the price or schedule, or both, to reflect the increase or decreaseproposal. Boeing shall modify the Order in writing accordingly. Unless otherwise agreed in writing, Seller must assert any claim for adjustment to Boeing's Procurement Representative in writing within 25 days and deliver a fully supported proposal to Boeing's Procurement Representative within 60 days after Seller's receipt of such direction. Boeing may, at its sole discretion, consider any claim regardless of when asserted. If Seller's proposal ’s claim includes the cost of property made obsolete or excess by the change, Boeing may direct the disposition of the property. Seller shall provide to Boeing may examine Seller's pertinent books and all reasonably necessary information or records to verify that support the amount of Seller's ’s claim. Failure of the parties to agree upon any adjustment shall not excuse Seller from performing in accordance with Boeing's direction. If Seller considers that Boeing's ’s conduct constitutes a change, Seller shall notify Boeing's ’s Procurement Representative immediately in writing as to the nature of such conduct and its effect upon Seller's ’s performance. Pending direction from Boeing's ’s Procurement Representative, Seller shall take no action to implement any such change.