Common use of Service Change Clause in Contracts

Service Change. 9.1 The Council shall be entitled to propose changes in the Service in accordance with this Clause. 9.2 If the Council requires a change in Service, it must notify the Contractor (normally at the Partnership Board) of the change in service setting out the change in Service required in sufficient detail to enable the Contractor to calculate and provide a change in costs estimate (“the Estimate”) and requiring the Contractor to provide the Council with the Estimate within twenty eight (28) days of receipt of the Council’s notification. 9.3 As soon as practicable and in any event within twenty eight (28) days after having received notification from the Council, the Contractor shall deliver to the Council the Estimate. The Estimate shall include the opinion of the Contractor on: 9.3.1 whether relief from compliance with obligations is required during the implementation of the change in Service; 9.3.2 any impact on the provision of the Service; 9.3.3 any amendment required to Contract Documents as a result of the change in Service; 9.3.4 any change in Contractor Costs (from the Open Book) that may result from the change in Service; and 9.3.5 any loss of revenue that may result from the change in Service. 9.4 As soon as practicable after the Council receives the Estimate, the parties shall discuss and agree the issues set out in the Estimate, including providing evidence that the Contractor has used reasonable endeavours (including (where practicable) the use of competitive quotes) to oblige its Sub-Contractors to minimise any increase in costs and maximise any reduction in costs; demonstrating that any expenditure to be incurred or avoided has been measured in a cost effective manner. 9.5 If the Contractor does not intend to use its own resources to implement any change in Service it shall comply with good industry practice with the objective of ensuring that it obtains best value for money when procuring any work, services, supplies, materials or equipment required in relation to the change in Service. 9.6 If the parties cannot agree on the contents of the Estimate then the dispute will be determined in accordance with Clause 25 (Dispute Resolution). 9.7 As soon as practicable after the contents of the estimate have been agreed or otherwise determined pursuant to Clause 25 (Dispute Resolution), the Council shall: 9.7.1 confirm in writing the estimate (as modified); or 9.7.2 withdraw the proposed change in service 9.8 If the Council does not confirm in writing the Estimate (as modified) within 30 days of the contents of the Estimate having been agreed in accordance with Clause 9.4 above or determined pursuant to Clause 9.6 above, then the Council change proposed shall be deemed to have been withdrawn. 9.9 If the Contractor wishes to propose a change in Service, it must notify the Council (normally at the Partnership Board). The Contractor must: 9.9.1 set out the proposed change in Service in sufficient detail to enable to Council to evaluate it in full; 9.9.2 specify the Contractor’s reasons for proposing the change in Service; 9.9.3 request the Council to consult with the Contractor with a view to deciding whether to agree to the change in Service and, if so, what consequential changes the Council requires as a result; 9.9.4 indicate any implications of the change in Service; 9.9.5 indicate, in particular, whether a variation to the Contract Price is proposed (and, if so, give a detailed cost estimate of such proposed change); and 9.9.6 indicate if there are any dates by which a decision by the Council is critical. 9.10 The Council shall evaluate the Contractor’s proposed change in Service in good faith, taking into account all relevant issues, including whether: 9.10.1 a change in the Contract Price will occur; 9.10.2 the change affects the quality of the Service or the likelihood of successful delivery of the Service; 9.10.3 the change will interfere with the relationship of the Council with third parties; 9.10.4 the financial strength of the Contractor is sufficient to perform the changed Service; and 9.10.5 the change materially affects the risks or costs to which the Council is exposed. 9.11 As soon as practicable after being notified of a change proposal, the parties shall meet and discuss the matter referred to in it. During their discussions the Council may propose modifications or accept or reject the Contractor’s proposal. 9.12 If the Council accepts the Contractor’s change proposal (with or without modification), the relevant change in Service shall be implemented within twenty eight (28) days of the Council’s acceptance. Within this period, the parties shall consult and agree the remaining details as soon as practicable and shall enter into any amendments to the Contract Documents which are necessary to give effect to the change in Service. 9.13 If the Council rejects the Contractor’s change proposal, it shall give its reasons for such a rejection. 9.14 Unless the Council’s acceptance specifically agrees to an increase in the Contract Price, there shall be no increase in the Contract Price as a result of a change in Service proposed by the Contractor. 9.15 If the change in Service proposed by the Contractor causes or will cause the Contractor’s costs or those of a Sub-Contractor to decrease, there shall be a decrease in the Contract Price. 9.16 The Council cannot reject a change in Service which is required in order to conform to a Change in Law. The costs of introducing a change in Service resulting from a Qualifying Change in Law shall be dealt with in accordance with Clause 10.1 (Legislative change risk) and to the extent not dealt with shall be borne by the Contractor.

Service Change. 9.1 The Council shall be entitled to propose changes in the Service in accordance with this Clause. 9.2 If the Council requires a change in Service, it must notify the Contractor (normally at the Partnership Board) of the change in service setting out the change in Service required in sufficient detail to enable the Contractor to calculate and provide a change in costs estimate (“the Estimate”) and requiring the Contractor to provide the Council with the Estimate within twenty eight (28) days of receipt of the Council’s Council‟s notification. 9.3 As soon as practicable and in any event within twenty eight (28) days after having received notification from the Council, the Contractor shall deliver to the Council the Estimate. The Estimate shall include the opinion of the Contractor on: 9.3.1 whether relief from compliance with obligations is required during the implementation of the change in Service; 9.3.2 any impact on the provision of the Service; 9.3.3 any amendment required to Contract Documents as a result of the change in Service; 9.3.4 any change in Contractor Costs (from the Open Book) that may result from the change in Service; and 9.3.5 any loss of revenue that may result from the change in Service. 9.4 As soon as practicable after the Council receives the Estimate, the parties shall discuss and agree the issues set out in the Estimate, including providing evidence that the Contractor has used reasonable endeavours (including (where practicable) the use of competitive quotes) to oblige its Sub-Contractors to minimise any increase in costs and maximise any reduction in costs; demonstrating that any expenditure to be incurred or avoided has been measured in a cost effective manner. 9.5 If the Contractor does not intend to use its own resources to implement any change in Service it shall comply with good industry practice with the objective of ensuring that it obtains best value for money when procuring any work, services, supplies, materials or equipment required in relation to the change in Service. 9.6 If the parties cannot agree on the contents of the Estimate then the dispute will be determined in accordance with Clause 25 (Dispute Resolution). 9.7 As soon as practicable after the contents of the estimate have been agreed or otherwise determined pursuant to Clause 25 (Dispute Resolution), the Council shall: 9.7.1 confirm in writing the estimate Estimate (as modified); or 9.7.2 withdraw the proposed change in serviceService 9.8 If the Council does not confirm in writing the Estimate (as modified) within 30 days of the contents of the Estimate having been agreed in accordance with Clause 9.4 above or determined pursuant to Clause 9.6 above, then the Council change proposed shall be deemed to have been withdrawn. 9.9 If the Contractor wishes to propose a change in Service, it must notify the Council (normally at the Partnership Board). The Contractor must: 9.9.1 set out the proposed change in Service in sufficient detail to enable to Council to evaluate it in full; 9.9.2 specify the Contractor’s Contractor‟s reasons for proposing the change in Service; 9.9.3 request the Council to consult with the Contractor with a view to deciding whether to agree to the change in Service and, if so, what consequential changes the Council requires as a result; 9.9.4 indicate any implications of the change in Service; 9.9.5 indicate, in particular, whether a variation to the Contract Price is proposed (and, if so, give a detailed cost estimate of such proposed change); and 9.9.6 indicate if there are any dates by which a decision by the Council is critical. 9.10 The Council shall evaluate the Contractor’s Contractor‟s proposed change in Service in good faith, taking into account all relevant issues, including whether: 9.10.1 a change in the Contract Price will occur; 9.10.2 the change affects the quality of the Service or the likelihood of successful delivery of the Service; 9.10.3 the change will interfere with the relationship of the Council with third parties; 9.10.4 the financial strength of the Contractor is sufficient to perform the changed Service; and 9.10.5 the change materially affects the risks or costs to which the Council is exposed. 9.11 As soon as practicable after being notified of a change proposal, the parties shall meet and discuss the matter referred to in it. During their discussions the Council may propose modifications or accept or reject the Contractor’s Contractor‟s proposal. 9.12 If the Council accepts the Contractor’s Contractor‟s change proposal (with or without modification), the relevant change in Service shall be implemented within twenty eight (28) days of the Council’s Council‟s acceptance. Within this period, the parties shall consult and agree the remaining details as soon as practicable and shall enter into any amendments to the Contract Documents which are necessary to give effect to the change in Service. 9.13 If the Council rejects the Contractor’s Contractor‟s change proposal, it shall give its reasons for such a rejection. 9.14 Unless the Council’s Council‟s acceptance specifically agrees to an increase in the Contract Price, there shall be no increase in the Contract Price as a result of a change in Service proposed by the Contractor. 9.15 If the change in Service proposed by the Contractor causes or will cause the Contractor’s Contractor‟s costs or those of a Sub-Contractor to decrease, there shall be a decrease in the Contract Price. 9.16 The Council cannot reject a change in Service which is required in order to conform to a Change in Law. The costs of introducing a change in Service resulting from a Qualifying Change in Law shall be dealt with in accordance with Clause 10.1 (Legislative change risk) and to the extent not dealt with shall be borne by the Contractor.