Common use of Formal Amendment Procedure Clause in Contracts

Formal Amendment Procedure. Except as provided below, all modifications to the Agreement must be accomplished through the formal amendment process set forth herein. (1) HHSC or Contractor may propose changes in the Services, Deliverables or other aspects of this Agreement. (2) If HHSC proposes a change, it will deliver a written notice to Contractor describing the proposed change. Contractor must prepare a response, at no additional cost to HHSC, within 30 calendar days. The response must specify: (A) The effect, if any, of the proposed change on the amounts payable by HHSC under this Agreement and the manner used to calculate such effect; (B) The effect, if any, of the proposed changes on Contractor’s performance of its obligations under this Agreement, including the effect on the Services or Deliverables; (C) The anticipated time schedule for implementing the proposed changes; and (D) Any other information requested by HHSC or reasonably necessary for HHSC to make an informed decision regarding the proposal. (3) If HHSC accepts Contractor’s response, Contractor must indemnify and hold harmless HHSC from and against any losses, costs or expenses resulting from any inaccurate or incomplete information contained in the response. The response constitutes an irrevocable proposal by Contractor to implement the proposed changes on the terms set forth in the response. (4) If Contractor desires to propose a change, it must deliver a change request to HHSC that includes the information described in Section 12.03(a)(2) above. (5) If HHSC accepts Contractor’s proposal or change request, the Parties will execute an amendment to this Agreement. The amendment must be signed by HHSC’s Executive Commissioner or his designee and a duly authorized Contractor representative.