Common use of Change Events Clause in Contracts

Change Events. 22.1 Each of the following is a Change Event for the purpose of this Agreement: (a) the Society is dissatisfied, on reasonable grounds, with the quality of the Host Organisation or with any of the Key Personnel's conduct in carrying out the Programme (including meeting any Timeline, or the use of the Funding by the Host Organisation; (b) there is a change to the ownership or control of the Host Organisation; (c) there is a change to the involvement of any of the Key Personnel (including the Key Contact Person) or subcontractors in the Programme without the Society's prior written approval; (d) the Society is dissatisfied on reasonable grounds with the quality or timeliness of the Host Organisation's reporting on the Programme; (e) the Host Organisation breaches any other material term of this Agreement and fails to correct the breach within the time specified by the Society in a notice to the Host Organisation; or (f) there is a policy change by the Government that reduces or stops some or all of the Funding. 22.2 If a Change Event occurs: (a) the Society may give notice to the Host Organisation of the Change Event; (b) the parties will, in good faith, discuss options to try and resolve the Change Event, which could include trying to agree on a variation to this Agreement to reflect the Change Event (for example, a change in the scope of the Programme or reduction in the amount of Funding); and (c) the Society may suspend payment of the Funding from the date of notice of the Change Event. 22.3 If the Society fails to take any particular action on the happening of a Change Event, its inaction will not be deemed to be a waiver of its rights to take action on the Change Event at a later date. 22.4 The Parties agree that: (a) neither Party may raise a dispute under clause 30 if a Change Event is notified under clause 22; and (b) nothing in this clause 22 prevents the Society from terminating this Agreement (as the case may be) under clause 24.