Common use of VARIATION TO THE SERVICES Clause in Contracts

VARIATION TO THE SERVICES. 5.1 Mosscliff shall carry out and perform any variation to the Services required for the management of the Project that is reasonably requested from time to time by the Company. A variation to the Services will include any change, addition, omission or substitution to the Services or the alteration of the kind or standard of the Services which may be requested other than as a result of any negligent or wrongful act or omission of Mosscliff, but shall not include any variation pursuant to the Company’s rights under clause 5.5 of this Agreement. 5.2 If Mosscliff shall at any time be requested to perform a service that it believes to be a variation, it shall before carrying out the variation give to the Company a written estimate of the fee for the variation, including the basis for its calculation (the “Estimate”) (taking into account any reduction in work or other expense which might also occur as a result of the circumstances giving rise to the variation) as soon as practicable and in any event within ten (10) Business Days of the variation being requested. 5.3 Upon receipt of the Estimate the Company shall, at its discretion: (a) seek additional information relating to the Estimate; (b) confirm the Estimate, in which case Mosscliff shall perform the variation as part of the Services and the Fees shall be adjusted accordingly; (c) withdraw the request; or (d) dispute the Estimate, in which case the Parties shall seek to agree the Estimate and change the Fees. If no agreement can be reached within twenty (20) Business Days of receipt of the Estimate, the variation shall not proceed and the Company shall be free to procure the variation from another source. 5.4 The Parties agree that the terms of Schedule 1 are intended to cover the scope of the Services where Mosscliff is the provider of the EPC and O&M Agreement services to the Company. In the event that the EPC and O&M Agreement services are to be provided by a third party, the Parties shall review the scope of Schedule 1 and agree revisions to it in good faith. Should the Parties fail to agree this Agreement may be terminated in accordance with clause 10.3 of this Agreement. The provisions of this clause 5.4 are without prejudice to and shall not apply to any variation of the scope of Schedule 1 pursuant to the Company’s rights under clause 5.5 of this Agreement. 5.5 the Company may upon written notice to Mosscliff cause the Commercial Back Office Services to be excluded from the Services, provided that such notice shall take effect from the start of the next calendar month commencing not less than ten (10) Business Days after the date of the notice.