2  Prohibited Changes

2.1  Neither party may propose or implement a Change:

(a)  which requires the Service to be performed or a Change to be implemented in a way that infringes any Law or Guidance or is inconsistent with Good Industry Practice;

(b)  which would cause any Necessary Consent to be revoked (or a new Necessary Consent required to implement the relevant Change to be unobtainable);

(c)  which would materially and adversely affect the Service Provider's ability to deliver the Service (except for that part of the Service which has been specified as requiring change or amendment in the Change Notice) in a manner not compensated pursuant to this Schedule 15;

(d)  which would materially and adversely affect the health and safety of any person;

(e)  which would require the Service Provider to implement the Change in an unreasonable period of time;

(f)  which would (if implemented) materially and adversely change the nature of the Project (including its risk profile); and

(g)  where the Authority does not have the legal power or capacity to require the implementation of such Change.

2.2  The Service Provider may, within ten (10) Business Days of receipt of an Authority Change Notice, state in writing whether it objects to the Authority Change Notice on any of the grounds set out in paragraph 2.1.  If the Change is required as a result of a Change in Law, the Service Provider shall in its notice of objection, set out proposals for a Change which shall satisfy the Change in Law without, to the extent practicable, breaching any of the grounds in paragraph 2.1. The Authority shall, within ten (10) Business Days of receipt of such notice provide written confirmation that either:

(a)  the Authority Change Notice is withdrawn (and where the Change was required as a result of a Change in Law, the Authority shall submit a new Authority Change Notice); or

(b)  the objection by the Service Provider shall be referred for determination in accordance with the Dispute Resolution Procedure.

2.3  For the avoidance of doubt, the Authority has an absolute discretion to accept or reject any Service Provider Change unless such Change is required as a result of a Change of Law.