11.7 Project Co's Representative shall be [insert the name of the Project Co Representative] or such other person appointed pursuant to Clause 11.8. Project Co's Representative shall have full authority to act on behalf of Project Co for all purposes of this Agreement. Except as previously notified in writing before such act by Project Co to the Board, the Board and the Board's Representative shall be entitled to treat any act of Project Co's Representative in connection with this Agreement as being expressly authorised by Project Co and the Board and the Board's Representative shall not be required to determine whether any express authority has in fact been given.
11.8 Project Co may by notice to the Board change Project Co's Representative. Where Project Co wishes to do so it shall by written notice to the Board propose a substitute for approval, taking account of the need for liaison and continuity in respect of the Project. Such appointment shall be subject to the approval of the Board (not to be unreasonably withheld or delayed).
11.9 Project Co's key Works personnel are identified in Part 4 of the Schedule (Key Works Personnel). Project Co shall, as far as it is within Project Co's control, ensure that such persons retain their involvement in the Works and, in particular, will not, for the duration of the Works require or request any of them to be involved in any other project on behalf of Project Co or any of the Shareholders or its or their Associated Companies if, in the reasonable opinion of the Board, this would adversely affect the Project.27
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27 The purpose of Clause 11.9 is to ensure continuity from the Board's perspective of the individuals within the Project Co management structure during the construction phase. The Clause is intended to address only individuals working for Project Co and not to extend to the Contractors' employees, which is an issue for Project Co to manage. The extent and identity of Project Co's key Works personnel will need to be addressed on a project specific basis, in the light of the actual management structure proposed by Project Co. In particular, the standard form assumes that Project Co will have a key link person to act as intermediary between Project Co and the Board. If this is not the case, Boards should consider extending the rights set out in Clause 11.9 down to the contractors' personnel.