Common use of Prohibition on Unauthorized Changes Clause in Contracts

Prohibition on Unauthorized Changes. Contractor shall not, without AOC’s prior written approval, which approval may be withheld in AOC’s sole discretion, make any change that may (i) increase AOC’s total cost of receiving the Services, (ii) require material changes to, or have an adverse impact on, any Customer’s operations, facilities, processes, systems, software, utilities, tools, or equipment, (iii) require AOC or any Customer to install, at an additional cost or expense, a new version, release, upgrade of or replacement for any Software or to modify any Software, (iv) have an adverse impact on the functionality, interoperability, performance, accuracy, speed, responsiveness, quality or resource efficiency of the Services, (v) have an adverse impact on the cost, either actual or planned, to AOC of terminating this Agreement, in whole or in part, or on AOC’s rights to in-source or use third parties, (vi) have an adverse impact on AOC’s or any Customer’s environment (including its flexibility to deal with future changes, interoperability and its stability), (vii) introduce new technology to (A) AOC’s or any Customer’s environment or operations or (B) Contractor’s environment, to the extent that such introduction has or may have an adverse impact on AOC’s or any Customer’s environment, (viii) have an adverse impact on the functionality, interoperability, performance, accuracy, speed, responsiveness, quality, cost or resource efficiency of the Services, (ix) increase the risk of Contractor not being able to provide the Services in accordance with this Agreement, or (x) violate or be inconsistent with AOC Standards or applicable Laws. If Contractor desires to make such a change, it shall provide to AOC a written risk assessment and mitigation plan.

Appears in 2 contracts

Samples: Master Services Agreement, Master Services Agreement

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Prohibition on Unauthorized Changes. Contractor shall not, without AOC’s prior written approval, approval (which approval may be withheld in AOC’s sole discretion, make any change that may (i) increase AOC’s total cost of receiving the Services, (ii) require material changes to, or have an adverse impact on, any Customer’s operations, facilities, processes, systems, software, utilities, tools, or equipment, (iii) require AOC or any Customer to install, at an additional cost or expense, a new version, release, upgrade of or replacement for any Software or to modify any Software, (iv) have an adverse impact on the functionality, interoperability, performance, accuracy, speed, responsiveness, quality or resource efficiency of the Services, (v) have an adverse impact on the cost, either actual or planned, to AOC of terminating this Agreement, in whole or in part, or on AOC’s rights to in-source or use third parties, (vi) have an adverse impact on AOC’s or any Customer’s environment (including its flexibility to deal with future changes, interoperability and its stability), (vii) introduce new technology to (A) AOC’s or any Customer’s environment or operations or (B) Contractor’s environment, to the extent that such introduction has or may have an adverse impact on AOC’s or any Customer’s environment, (viii) have an adverse impact on the functionality, interoperability, performance, accuracy, speed, responsiveness, quality, cost or resource efficiency of the Services, (ix) increase the risk of Contractor not being able to provide the Services in accordance with this Agreement, or (x) violate or be inconsistent with AOC Standards or applicable Laws. If Contractor desires to make such a change, it shall provide to AOC a written risk assessment and mitigation plan.

Appears in 2 contracts

Samples: Master Services Agreement, Master Services Agreement

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