Common use of Variation Procedure Clause in Contracts

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of the impact of the proposed Variation on the Services and the Supplier's ability to meet its other obligations under this Call Off Contract; (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer may: (i) agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 17.1.1 Subject to the provisions of this Clause 22 17 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 17.1.2 A Party may request a Variation by completing, signing completing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, 17.1.3 The Authority may require the Supplier shall to carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of the impact of the proposed Variation on the Services and the Supplier's ability to meet its other obligations under this Call Off Contract; (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or and or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer Authority may reasonably request in (or in response to) the Variation request. 22.1.4 17.1.4 Where the Authority has requested the Variation and the Supplier can show that the Impact Assessment required resources other than those ordinarily deployed in the provision of the Services the Authority shall pay any reasonable costs incurred by the Supplier in producing the Impact Assessment. 17.1.5 The Parties may agree to adjust the time limits specified in the Variation Form request to allow for the preparation of the Impact Assessment. 22.1.5 17.1.6 Subject to 22.1.417.1.5, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer Authority having regard to the nature of the Services and the proposed Variation. 22.1.6 17.1.7 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/orand or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer Authority may: (i) agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled supplied part or all of the provision of the Services ordered in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide supply the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 17.1.8 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 and of Call Off Contract Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Goods and/or Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) : details of the impact of the proposed Variation on the Goods and/or Services and the Supplier's Suppliers ability to meet its other obligations under this Call Off Contract; (b) ; details of the cost of implementing the proposed Variation; (c) ; details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) ; a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) and such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Goods and/or Services and the proposed Variation. 22.1.6 In the event that: (a) : the Supplier is unable to agree to or provide the Variation; and/or (b) and/or the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer may: (i) : agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Goods and/or Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Goods and/or Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 . A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 . Where the Customer Contracting Authority has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) : details of the impact of the proposed Variation on the Services and the Supplier's ’s ability to meet its other obligations under this Call Off Contract; (b) ; details of the cost of implementing the proposed Variation; (c) ; details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) ; a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) and such other information as the Customer Contracting Authority may reasonably request in (or in response to) the Variation request. 22.1.4 . The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 . Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer Contracting Authority having regard to the nature of the Services and the proposed Variation. 22.1.6 . In the event that: (a) : the Supplier is unable to agree to or provide the Variation; and/or (b) and/or the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer Contracting Authority may: (i) : agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) or terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 . If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject 17.1. At any time during the term of this Agreement the Company may request, and the Supplier may recommend, changes to the provisions Services, any Work Instruction and/or this Agreement (a “Proposed Change”). Any Proposed Change shall be made by submission of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a draft Variation by completing, signing and sending the Variation Form one party to the other Party giving sufficient information for in substantially the receiving Party to assess the extent same form as set out in Schedule Part 5 (Form of the proposed Variation and any additional cost that may be incurredVariation). 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the 17.2. The Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of investigate the impact of any Proposed Change upon the proposed Variation on Services, the Services relevant Work Instruction(s), the Charges and the Supplier's ability to meet its any other obligations under aspect of this Call Off Contract; Agreement and shall (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs if required by the proposed Company and at the Supplier’s cost) provide the Company with a detailed written report and quotation. 17.3. Neither Party shall be obliged to agree to any Proposed Change but neither Party shall withhold or delay its agreement to any Proposed Change unreasonably. 17.4. If the Parties agree the terms of any Proposed Change, the Variation when implemented, including (as agreed between the Parties) shall be signed by each of the Parties. This Agreement and/or the relevant Work Instruction shall be deemed to be amended in accordance with the terms of any increase or decrease Variation signed by both Parties with effect from the effective date set out in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of 17.5. Until such time as a Variation or response to it as a consequence thereofis signed by both Parties in accordance with Clause 17.4, the Customer may: (i) agree to each Party shall, unless otherwise agreed in writing, continue to perform its obligations under set out in this Call Off Contract without Agreement as if the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution canProposed Change had not be reached, the matter shall be dealt with under the Dispute Resolution Procedurebeen raised. 22.1.7 If the Parties agree the Variation17.6. Subject always to Clause 16.1, the Supplier undertakes that any proposed amendments to the Charges in connection with any Proposed Change shall implement be reasonable and proper. The Supplier shall provide to the Company reasonable details in writing of any such Variation proposed amendment to the Charges and be bound by shall provide such information as the same provisions so far as is applicable, as though such Variation was stated Company may reasonably require in this Call Off Contractorder to demonstrate that the relevant amendments to the Charges are justifiable and competitive.

Variation Procedure. 22.1.1 17.1.1 Subject to the provisions of this Clause 22 and 17 and, where this is used, of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 17.1.2 A Party may request a Variation by completing, signing completing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 Where the 17.1.3 The Customer has so specified on receipt of a Variation Form from the Supplier, may require the Supplier shall to carry out an impact assessment of the Variation on the Goods and/or Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of the impact of the proposed Variation on the Goods and/or Services and the Supplier's ability to meet its other obligations under this Call Off Contract; (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 17.1.4 [Where the Customer has requested the Variation and the Supplier can show that the Impact Assessment required resources other than those ordinarily deployed in the provision of the Services the Customer shall pay any reasonable costs incurred by the Supplier in producing the Impact Assessment.] 17.1.5 The Parties may agree to adjust the time limits specified in the Variation Form request to allow for the preparation of the Impact Assessment. 22.1.5 17.1.6 Subject to 22.1.417.1.5, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services Order and the proposed Variation. 22.1.6 17.1.7 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, , c) the Customer may: (i) agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services Order in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide fulfil the Services under this Call Off ContractOrder, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 17.1.8 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 22. and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 . A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 . Where the Customer Contracting Authority has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) : details of the impact of the proposed Variation on the Services and the Supplier's ’s ability to meet its other obligations under this Call Off Contract; (b) ; details of the cost of implementing the proposed Variation; (c) ; details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) ; a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) and such other information as the Customer Contracting Authority may reasonably request in (or in response to) the Variation request. 22.1.4 . The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 . Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer Contracting Authority having regard to the nature of the Services and the proposed Variation. 22.1.6 . In the event that: (a) : the Supplier is unable to agree to or provide the Variation; and/or (b) and/or the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer Contracting Authority may: (i) : agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) or terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 . If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 and of Call Off Contract Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 . A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 . Where the Customer has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Goods and/or Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) : details of the impact of the proposed Variation on the Goods and/or Services and the Supplier's Suppliers ability to meet its other obligations under this Call Off Contract; (b) Contract ; details of the cost of implementing the proposed Variation; (c) ; details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) ; a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) and such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 . The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 . Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Goods and/or Services and the proposed Variation. 22.1.6 . In the event that: (a) : the Supplier is unable to agree to or provide the Variation; and/or (b) and/or the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer may: (i) : agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) or terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Goods and/or Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Goods and/or Services under this Call Off ContractContract , and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 . If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off ContractContract .

Variation Procedure. 22.1.1 Subject ‌ 17.1. At any time during the term of this Agreement the Company may request, and the Supplier may recommend, changes to the provisions Services, any Work Instruction and/or this Agreement (a “Proposed Change”). Any Proposed Change shall be made by submission of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a draft Variation by completing, signing and sending the Variation Form one party to the other Party giving sufficient information for in substantially the receiving Party to assess the extent same form as set out in Schedule Part 8 (Form of the proposed Variation and any additional cost that may be incurredVariation). 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the 17.2. The Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of investigate the impact of any Proposed Change upon the proposed Variation on Services, the Services relevant Work Instruction(s), the Charges and the Supplier's ability to meet its any other obligations under aspect of this Call Off Contract; Agreement and shall (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs if required by the proposed Company and at the Supplier’s cost) provide the Company with a detailed written report and quotation. 17.3. Neither Party shall be obliged to agree to any Proposed Change but neither Party shall withhold or delay its agreement to any Proposed Change unreasonably. 17.4. If the Parties agree the terms of any Proposed Change, the Variation when implemented, including (as agreed between the Parties) shall be signed by each of the Parties. This Agreement and/or the relevant Work Instruction shall be deemed to be amended in accordance with the terms of any increase or decrease Variation signed by both Parties with effect from the effective date set out in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of 17.5. Until such time as a Variation or response to it as a consequence thereofis signed by both Parties in accordance with Clause 17.4, the Customer may: (i) agree to each Party shall, unless otherwise agreed in writing, continue to perform its obligations under set out in this Call Off Contract without Agreement as if the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution canProposed Change had not be reached, the matter shall be dealt with under the Dispute Resolution Procedurebeen raised. 22.1.7 If the Parties agree the Variation17.6. Subject always to Clause 16.1, the Supplier undertakes that any proposed amendments to the Charges in connection with any Proposed Change shall implement be reasonable and proper. The Supplier shall provide to the Company reasonable details in writing of any such Variation proposed amendment to the Charges and be bound by shall provide such information as the same provisions so far as is applicable, as though such Variation was stated Company may reasonably require in this Call Off Contractorder to demonstrate that the relevant amendments to the Charges are justifiable and competitive.

Variation Procedure. 22.1.1 17.1.1 Subject to the provisions of this Clause 22 17 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a substantial modification or a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 17.1.2 A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 17.1.3 Where the Customer Authority has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of the impact of the proposed Variation on the Services and the Supplier's ability to meet its other obligations under this Call Off Contract; (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer Authority may reasonably request in (or in response to) the Variation request. 22.1.4 17.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the 17.1.5 The receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer Authority having regard to the nature of the Services and the proposed Variation. 22.1.6 17.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer Authority may: (i) agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services ordered in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 17.1.7 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 16.1.1 Subject to the provisions of this Clause 22 16 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 16.1.2 A Party may request a Variation by completing, signing completing and sending the Variation Form to the other Party giving sufficient information for the DH CRNCC Contract (Contract Terms) receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, 16.1.3 The Authority may require the Supplier shall to carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of the impact of the proposed Variation on the Services and the Supplier's ability to meet its other obligations under this Call Off Contract; (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer Authority may reasonably request in (or in response to) the Variation request. 22.1.4 16.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the 16.1.5 The receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer Authority having regard to the nature of the Services and the proposed Variation. 22.1.6 16.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer Authority may: (i) agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services ordered in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure.. DH CRNCC Contract (Contract Terms) 22.1.7 16.1.7 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject 17.1. At any time during the term of this Agreement the Company may request, and the Supplier may recommend, changes to the provisions Goods, the Services, any Work Instruction and/or this Agreement (a “Proposed Change”). Any Proposed Change shall be made by submission of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a draft Variation by completing, signing and sending the Variation Form one party to the other Party giving sufficient information for in substantially the receiving Party to assess the extent same form as set out in Schedule Part 5 (Form of the proposed Variation and any additional cost that may be incurredVariation). 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the 17.2. The Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of investigate the impact of any Proposed Change upon the proposed Variation on Goods, the Services Services, the relevant Work Instruction(s), the Charges and the Supplier's ability to meet its any other obligations under aspect of this Call Off Contract; Agreement and shall (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs if required by the proposed Company and at the Supplier’s cost) provide the Company with a detailed written report and quotation. 17.3. Neither Party shall be obliged to agree to any Proposed Change but neither Party shall withhold or delay its agreement to any Proposed Change unreasonably. 17.4. If the Parties agree the terms of any Proposed Change, the Variation when implemented, including (as agreed between the Parties) shall be signed by each of the Parties. This Agreement and/or the relevant Work Instruction shall be deemed to be amended in accordance with the terms of any increase or decrease Variation signed by both Parties with effect from the effective date set out in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of 17.5. Until such time as a Variation or response to it as a consequence thereofis signed by both Parties in accordance with Clause 17.4, the Customer may: (i) agree to each Party shall, unless otherwise agreed in writing, continue to perform its obligations under set out in this Call Off Contract without Agreement as if the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution canProposed Change had not be reached, the matter shall be dealt with under the Dispute Resolution Procedurebeen raised. 22.1.7 If the Parties agree the Variation17.6. Subject always to Clause 16.1, the Supplier undertakes that any proposed amendments to the Charges in connection with any Proposed Change shall implement be reasonable and proper. The Supplier shall provide to the Company reasonable details in writing of any such Variation proposed amendment to the Charges and be bound by shall provide such information as the same provisions so far as is applicable, as though such Variation was stated Company may reasonably require in this Call Off Contractorder to demonstrate that the relevant amendments to the Charges are justifiable and competitive.

Variation Procedure. 22.1.1 Subject 17.1. At any time during the term of this Agreement the Company may request, and the Supplier may recommend, changes to the provisions Services, any Work Instruction and/or this Agreement (a “Proposed Change”). Any Proposed Change shall be made by submission of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a draft Variation by completing, signing and sending the Variation Form one party to the other Party giving sufficient information for in substantially the receiving Party to assess the extent same form as set out in Schedule Part 8 (Form of the proposed Variation and any additional cost that may be incurredVariation). 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the 17.2. The Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of investigate the impact of any Proposed Change upon the proposed Variation on Services, the Services relevant Work Instruction(s), the Charges and the Supplier's ability to meet its any other obligations under aspect of this Call Off Contract; Agreement and shall (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs if required by the proposed Company and at the Supplier’s cost) provide the Company with a detailed written report and quotation. 17.3. Neither Party shall be obliged to agree to any Proposed Change but neither Party shall withhold or delay its agreement to any Proposed Change unreasonably. 17.4. If the Parties agree the terms of any Proposed Change, the Variation when implemented, including (as agreed between the Parties) shall be signed by each of the Parties. This Agreement and/or the relevant Work Instruction shall be deemed to be amended in accordance with the terms of any increase or decrease Variation signed by both Parties with effect from the effective date set out in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of 17.5. Until such time as a Variation or response to it as a consequence thereofis signed by both Parties in accordance with Clause 17.4, the Customer may: (i) agree to each Party shall, unless otherwise agreed in writing, continue to perform its obligations under set out in this Call Off Contract without Agreement as if the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution canProposed Change had not be reached, the matter shall be dealt with under the Dispute Resolution Procedurebeen raised. 22.1.7 If the Parties agree the Variation17.6. Subject always to Clause 16.1, the Supplier undertakes that any proposed amendments to the Charges in connection with any Proposed Change shall implement be reasonable and proper. The Supplier shall provide to the Company reasonable details in writing of any such Variation proposed amendment to the Charges and be bound by shall provide such information as the same provisions so far as is applicable, as though such Variation was stated Company may reasonably require in this Call Off Contractorder to demonstrate that the relevant amendments to the Charges are justifiable and competitive.

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 Where the Customer Contracting Authority has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of the impact of the proposed Variation on the Services and the Supplier's ’s ability to meet its other obligations under this Call Off Contract; (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer Contracting Authority may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer Contracting Authority having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer Contracting Authority may: (i) agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.

Variation Procedure. 22.1.1 Subject ‌ 17.1. At any time during the term of this Agreement the Company may request, and the Supplier may recommend, changes to the provisions Goods, the Services, any Work Instruction and/or this Agreement (a “Proposed Change”). Any Proposed Change shall be made by submission of this Clause 22 and of Call Off Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 A Party may request a draft Variation by completing, signing and sending the Variation Form one party to the other Party giving sufficient information for in substantially the receiving Party to assess the extent same form as set out in Schedule Part 5 (Form of the proposed Variation and any additional cost that may be incurredVariation). 22.1.3 Where the Customer has so specified on receipt of a Variation Form from the Supplier, the 17.2. The Supplier shall carry out an impact assessment of the Variation on the Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) details of investigate the impact of any Proposed Change upon the proposed Variation on Goods, the Services Services, the relevant Work Instruction(s), the Charges and the Supplier's ability to meet its any other obligations under aspect of this Call Off Contract; Agreement and shall (b) details of the cost of implementing the proposed Variation; (c) details of the ongoing costs if required by the proposed Company and at the Supplier’s cost) provide the Company with a detailed written report and quotation. 17.3. Neither Party shall be obliged to agree to any Proposed Change but neither Party shall withhold or delay its agreement to any Proposed Change unreasonably. 17.4. If the Parties agree the terms of any Proposed Change, the Variation when implemented, including (as agreed between the Parties) shall be signed by each of the Parties. This Agreement and/or the relevant Work Instruction shall be deemed to be amended in accordance with the terms of any increase or decrease Variation signed by both Parties with effect from the effective date set out in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 Subject to 22.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Services and the proposed Variation. 22.1.6 In the event that: (a) the Supplier is unable to agree to or provide the Variation; and/or (b) the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of 17.5. Until such time as a Variation or response to it as a consequence thereofis signed by both Parties in accordance with Clause 17.4, the Customer may: (i) agree to each Party shall, unless otherwise agreed in writing, continue to perform its obligations under set out in this Call Off Contract without Agreement as if the Variation; or (ii) terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution canProposed Change had not be reached, the matter shall be dealt with under the Dispute Resolution Procedurebeen raised. 22.1.7 If the Parties agree the Variation17.6. Subject always to Clause 16.1, the Supplier undertakes that any proposed amendments to the Charges in connection with any Proposed Change shall implement be reasonable and proper. The Supplier shall provide to the Company reasonable details in writing of any such Variation proposed amendment to the Charges and be bound by shall provide such information as the same provisions so far as is applicable, as though such Variation was stated Company may reasonably require in this Call Off Contractorder to demonstrate that the relevant amendments to the Charges are justifiable and competitive.

Variation Procedure. 22.1.1 Subject to the provisions of this Clause 22 25 and of Call Off Contract Schedule 3 (Call Off Contract Charges, Payment and Invoicing), either Party may request a variation to this Call Off Contract provided that such variation does not amount to a material change of this Call Off Contract within the meaning of the Regulations and the Law. Such a change once implemented is hereinafter called a "Variation". 22.1.2 . A Party may request a Variation by completing, signing and sending the Variation Form to the other Party giving sufficient information for the receiving Party to assess the extent of the proposed Variation and any additional cost that may be incurred. 22.1.3 . Where the Customer has so specified on receipt of a Variation Form from the Supplier, the Supplier shall carry out an impact assessment of the Variation on the Goods and/or Services (the “Impact Assessment”). The Impact Assessment shall be completed in good faith and shall include: (a) : details of the impact of the proposed Variation on the Goods and/or Services and the Supplier's Suppliers ability to meet its other obligations under this Call Off Contract; (b) ; details of the cost of implementing the proposed Variation; (c) ; details of the ongoing costs required by the proposed Variation when implemented, including any increase or decrease in the Call Off Contract Charges, any alteration in the resources and/or expenditure required by either Party and any alteration to the working practices of either Party; (d) ; a timetable for the implementation, together with any proposals for the testing of the Variation; and (e) and such other information as the Customer may reasonably request in (or in response to) the Variation request. 22.1.4 . The Parties may agree to adjust the time limits specified in the Variation Form to allow for the preparation of the Impact Assessment. 22.1.5 . Subject to 22.1.426.1.4, the receiving Party shall respond to the request within the time limits specified in the Variation Form. Such time limits shall be reasonable and ultimately at the discretion of the Customer having regard to the nature of the Goods and/or Services and the proposed Variation. 22.1.6 . In the event that: (a) : the Supplier is unable to agree to or provide the Variation; and/or (b) and/or the Parties are unable to agree a change to the Call Off Contract Charges that may be included in a request of a Variation or response to it as a consequence thereof, the Customer may: (i) : agree to continue to perform its obligations under this Call Off Contract without the Variation; or (ii) or terminate this Call Off Contract with immediate effect, except where the Supplier has already fulfilled part or all of the provision of the Goods and/or Services in accordance with this Call Off Contract or where the Supplier can show evidence of substantial work being carried out to provide the Goods and/or Services under this Call Off Contract, and in such a case the Parties shall attempt to agree upon a resolution to the matter. Where a resolution cannot be reached, the matter shall be dealt with under the Dispute Resolution Procedure. 22.1.7 . If the Parties agree the Variation, the Supplier shall implement such Variation and be bound by the same provisions so far as is applicable, as though such Variation was stated in this Call Off Contract.