Substantial Change. 6.6.1 If there is a substantial change in the services described in the RFS to be provided by the Designer under this Contract, the Designer and the Owner will mutually agree to a written amendment describing the services and an amended Fee for Basic Services to reflect the change and reasonable cost of such change. Such changes shall be designated on Attachment F and shall be executed by the Designer and the Owner.
6.6.2 Should the Designer and the Owner be unable to negotiate a mutually acceptable amendment to the Fee for Basic Services when there has been a substantial change in the specified services, the Owner shall unilaterally and promptly determine, in good faith and supported by a written explanation in sufficient detail, a reasonable maximum dollar amount for the services as amended and process payments to the Designer subject to said maximum amount, until an amendment to the Fee for Basic Services for such change is set by later agreement between the parties, provided, that the Designer’s acceptance of such payments shall not be considered a waiver by the Designer of its right to pursue a claim for additional compensation related to the change in services, and provided that such disagreement shall be immediately submitted to mediation in accordance with paragraph 18.5(b). In no event shall the Designer stop work under this Contract due to a disagreement with the Owner regarding an amendment in the Designer’s Fee for Basic Services, provided that the Owner complies with its payment obligations under this Article 6.6.
6.6.3 Notwithstanding the foregoing, the amendment to this Agreement described in paragraph 7.4.8 shall be negotiated and executed by both parties prior to the start of the subsequent Phase.
Substantial Change. The parties may renegotiate this Agreement if either party would be materially adversely affected by continued performance as a result of a Substantial Change which presents a fundamental departure from the risk, services, administration, costs or expenses or other assumptions or intent of the parties in entering into either this Agreement, including without limitation:
(a) A significant reduction in the number, or change in the composition of, Member enrollment;
(b) A material change in utilization or trends;
(c) A material modification of an existing Benefit Plan;
(d) Development of a new Benefit Plan;
(e) Expansion of a Service Area to a geographic area of the country not originally contemplated under this Agreement; or
(f) A significant change in any law, rule, regulation or interpretation thereof that would have a material and adverse effect on the ability of a party to receive the benefits it reasonably expects to obtain under this Agreement or renders it illegal for a party to continue to perform under this Agreement in a manner consistent with the parties’ intent. The affected party must promptly notify the other party of the Substantial Change and its desire to renegotiate this Agreement. This section does not affect either parties’ right to terminate this Agreement in accordance with Section 7.1.
Substantial Change. For the purposes of the first paragraph, a substantial change in relation to the composition of a corporation’s property means a decrease of at least 25 points between the percentage representing the proportion that the value of the property referred to in paragraph e of section 965.90 is of the total value of its property, as shown in its financial statements submitted to the shareholders for its last taxation year ended before the date of the receipt for the final prospectus or of the exemption from filing a prospectus, or, if such financial statements have not been prepared, or have not been prepared in accordance with generally accepted accounting principles, that would be shown if such financial statements had been prepared in accordance with generally accepted accounting principles, and the percentage representing the proportion that the value of the property referred to in that paragraph e is of the total value of its property, as shown in its last interim financial statements, or, if such financial statements have not been prepared, in any other document the Minister considers appropriate in the circumstances. History: 2006, c. 13, s. 80.
Substantial Change. 5.7.1 If there is a substantial change in the services specified in the RFS to be provided by the Designer under this Contract, the Designer, the Authority and the Department will mutually agree to a written amendment describing the services and an amended Fee for Basic Services to reflect the change and reasonable cost of such change. Such changes shall be designated on Attachment E and shall be submitted in Cap Hub for execution by DHCD and the Authority, with the prior approval of the Department. Sub-paragraph 5.7.2 may apply to such changes.
Substantial Change. (a) If there is a substantial change in the services described in the RFP to be provided by the A/E under this Contract, as determined by the Owner in its sole discretion, then the A/E and the Owner will mutually agree to a written amendment describing the services and an amended Fee for Basic Services to reflect the change and reasonable cost of such change. Such changes shall be designated on Exhibit F and shall be executed by the A/E and the Owner.
(b) Should the A/E and the Owner be unable to negotiate a mutually acceptable amendment to the Fee for Basic Services when there has been a substantial change in the specified services, the Owner shall unilaterally and promptly determine, in good faith and supported by a written explanation in sufficient detail, a reasonable maximum dollar amount for the services as amended and process payments to the A/E subject to said maximum amount, until an amendment to the Fee for Basic Services for such change is set by later agreement between the parties, provided, that the A/E’s acceptance of such payments shall not be considered a waiver by the A/E of its right to pursue a claim for additional compensation related to the change in services. In no event shall the A/E stop work under this Contract due to a disagreement with the Owner regarding an amendment in the A/E’s Fee for Basic Services, provided that the Owner complies with its payment obligations under this Article 6.10.
Substantial Change. 11.1.1 Notwithstanding the termination provisions referred to in the Master Agreement, but subject at all times to the provisions of Clause 11.1.2 and 11.1.3, Alimera shall have the right (but not the obligation) to terminate this Project Order forthwith on notice in writing to Quintiles Commercial in the event that (a) due to regulatory and/or governmental intervention the marketing authorisation for the sale of the Product in the Territory is withdrawn thereby preventing the actual sale of the Product in the Territory, (b) any governmental or regulatory agency takes any action, or raises any objection, that prevents Alimera from marketing, distributing, importing, exporting or selling Product or (c) if Alimera otherwise withdraws Product from the Territory.
11.1.2 Upon receipt of such written notice by Quintiles Commercial from Alimera pursuant to Clause 11.1.1 the parties shall cooperate to develop, mutually agree on and execute a plan to ensure an orderly close down of the project described in this Project Order in the Territory (“Closeout Plan”). Following such early termination notice by Alimera, Quintiles Commercial shall use all reasonable efforts to mitigate all costs and expenses associated with the project described in this Project Order, as well as use all reasonable efforts to procure the mitigation of all such costs and expenses by any agreed subcontractor performing the Services hereunder, that may arise following receipt of such notice.
11.1.3 Notwithstanding the efforts of Quintiles Commercial to ensure an orderly close down of the Project pursuant to Clause 11.1.2, Alimera shall pay to Quintiles Commercial:
(a) all Fees and Pass-Through Expenses actually incurred by Quintiles Commercial in accordance with the terms and conditions of the Master Agreement and this Project Order as at the effective date of termination;
(a) all reasonable and necessary costs and expenses incurred in connection with the mutually agreed upon Closeout Plan; and
(b) all non-cancellable costs irrevocably and reasonably committed to by Quintiles Commercial arising out of and directly related to the Services provided pursuant to the Project Order in accordance with the terms and conditions of the Master Agreement and this Project Order, provided that Quintiles Commercial has used good faith and all commercially reasonable efforts to cancel such costs.
11.1.4 All such payments shall be paid by Alimera to Quintiles Commercial within thirty (30) days of the date of an ...
Substantial Change. A substantial change in the Final Plans shall include, without limitation, the following changes, excluding those items generally considered to be tenant improvements:
1. Material changes in the layout, elevation design, functional utility or square footage.
2. Material changes in use of exterior finishing materials substantially affecting architectural appearance or functional use and operation.
3. Any change that reduces the effectiveness of any mitigation measure required for CEQA approval of the Project.
4. Material changes in site development items for the Property that are specified in the Final Plans.
5. Material changes in quality of project or landscaping materials.
6. Any change in public amenities specified in the Final Plans.
7. Any changes requiring approval of, or any change required by, any city, county or state board, body, commission or officer.
8. Any change that would preclude or materially reduce the ability to use the Project as intended by this DDA.
Substantial Change. Company shall not effect a substantial and material change in the duties and responsibilities of Employee (hereinafter, "Substantial Change") without Employee's consent. For the purposes of this Agreement, a Substantial Change shall have occurred if (a) Employee is demoted to a position for which the title is subordinate to "Executive Vice President"; (b) Employee's direct reporting responsibility is to an officer of the company other than the President, (c) Employee's primary management responsibility and authority should exclude both disciplines of sales and marketing; (d) Company appoints an officer simultaneously responsible for the same disciplines as Employee; or (e) the Company's primary business shall change to a line of business not generally regarded as part of the computer/software industry. A Substantial Change shall not occur merely if (f) the Company should sell any or all of its business units or lines of business; (g) the Company should acquire new business units or lines of business; (h) the number of subordinates reporting to Employee is either increased or decreased; or (i) Employee is asked to assume reasonable additional or different responsibilities not inconsistent with his expertise and job title.
Substantial Change. Except as provided in Section 13.7, the parties may renegotiate this Agreement if either party would be materially adversely affected by continued performance as a result of a Substantial Change, defined as:
(a) A significant reduction in the number, or change in the composition of, Covered Person enrollment;
(b) A change in, utilization or trends;
(c) A modification of an existing Benefit Plan;
(d) Development of a new Benefit Plan;
(e) Expansion of United’s service area to a geographic area of the country not originally contemplated under this Agreement; or
(f) Any other significant change. The affected party must promptly notify the other party of the Substantial Change and its desire to renegotiate this Agreement. If a new agreement is not executed within sixty (60) days of the receipt of the renegotiation notice, the party adversely affected shall have the right to terminate this Agreement upon thirty (30) days prior written notice to the other party provided such notice is given within fifteen (15) days of the end of the sixty (60) day renegotiation period.
Substantial Change. Includes but is not limited to; a) Loss of a previously existing run from an AM or PM complex; addition of a new run to a previously existing complex. Bus Drivers – Trips and Bid Award Process All trips will be bid on and awarded by the number of trips taken and seniority. Posted trips not bid on and emergency trips that could not be posted in time to be bid upon will be handled according to a procedure developed and agreed upon by a majority of drivers and the transportation supervisor. All trips with an initial report time of 5 p.m. or later will be paid a minimum of two (2) hours, regardless of the end time of the afternoon complex. If a driver is driving a trip (such as To Be Announced, TBA) that they did not bid on and win successfully, that trip will not be charged against any of the boards (regular bid or emergency bid). If a driver has signed for a “B” (return) portion of a trip, it will count as a trip and be counted on a separate board (return trip board) from regular trips and emergency trips. Bidding on Trips that Exceed Regular Route Hours 1. All drivers who have successfully completed their probationary period are eligible to bid on all day trips.
